Ben's Ladies
by Kyuubi16
Summary: Charmcaster wants to thank Ben and Gwen for helping her reclaim her home dimension. Though the little spell she places on him turns out to be more potent then originally thought. Author of Ben's girl has given me permission to do my own version. BxHarem. Image done by Auumaan.
1. Charmcaster's Plan

Ben's Ladies

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Ben x Harem

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''Normal Speech''  
><em>Inner Thoughts, Dialogue, or reading passages from books and scrolls<em>  
>(Quick Notes and Messages or Echoes.)<br>**(Dark over lapping echoes)**  
><strong>'' Demons, Dark beings speaking, DemonicAngry characters Speaking as well as extremely Dark spells and Magic.''**

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Author's Note

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This was inspired by seeing there was a fan version of Auumaan's fic that didn't live up to standard so with his permission I am making my own version. This though gives me a reason to do a redo of the Ultimate Alien episodes. Anyway this takes place before season 2 or I should say after Absolute Power but the Alien Force trio helped out Charmcaster prior to the events of season 2 instead of just apparently forgetting about her. (Spoilers about this or next season's finale is apparently a cliffhanger with no Charmcaster in sight.) And this fic won't have Ben hooking up with as many girls as the source one. Anyway I hope you guys enjoy.

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Story Start

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Stepping out of a portal was a young woman of rather slender frame with long silvery hair. Chanting a brief spell and her fingers flickering with mana her everyday mage outfit transformed into a dark purple night gown that matched her lipstick and mascara color. She was a young woman just leaving her teenage years, but despite her youthish experience she had decades worth of dark magic and spell knowledge in her mind, at her fingertips. Her birth name known to the few as live she was simply known by the name Charmcaster.

The name which was the same of her magical affinity. Such a name was necessary as powerful enemy mages could cast all manors of curses if they knew their enemies name. With a flicker of her fingers she summoned a large crystal orb about the size of her head. ''What to do...what to do.'' she whispered to herself as a light yawn escaped her lips. Charm caster had just left Leger Domain which was currently in the throes of being rebuild. Adwaita having long been imprisoned the dimension was now under her reign. Slowly but surely her home dimension would be restored to its former glory and it was all thanks to two people.

Using the orb she began channeling the various TV channels, often a movie or series on on demand but right now she was flickering through news channel on one particular hero. As this went on she began combing her long elegant hair with a comb she continued switching the orb's viewing channels until the image of whom she was looking for came to mind. It was another hate campaign by that news anchor Haragune and Charmcaster couldn't help but roll her eyes. Anyone with an ounce of common sense could see Ben was a hero. Even back then when he was a cocky, childish, and simple minded boy he had a good heart. And as Charmcaster thought about it, she never paid too much to the Tennyson besides that one incident where she tried to steal his body to get her hands on his Omnitrix, which was destroyed some time ago culminating in him getting the Ultimatrix.

"Hmmm, he's not too bad looking...'' She muttered to herself as she continued to gaze at the images that painted Ben in a bad light. ''I wonder...'' because of Charmcaster's single minded focus in her desire to free her domain she didn't put too much time or stalk into relationships. In fact she had a mostly negative introduction to such elements when her uncle had her use her _charms _for distractionary purposes in one matter or the other. Thankfully enough things never got beyond unwanted advances or caresses. ''How would I get him over here?'' Charmcaster knew wherever Ben went, Gwen and Kevin weren't too far behind. It shouldn't have been that difficult. All things considering she never had a grudge against him like he did the other two, beyond him being an annoyance to her.

_"Hmm, now I think about it I don't think I've ever had a 'first kiss', I spent too much time with the dark arts and Kevin doesn't count since I was just using him against Gwen at the time.'' _ Stroking her cheek she thought about it for a few moments before coming up with something. Getting up she went over to the dresser where her cellphone was. The one she gotten at Gwen's assistance that it would be practical and the normal thing to do. Charmcaster couldn't help but sigh as she thought back to the conversation. They were far from normal and there was no sense and trying to pretend so. Not wanting to dwell on the memory anymore, as last time such thoughts led her to reflect on being nearly friendless Charmcaster dialed a number. ''Hello Ben it's Charmcaster I need your help with something and I'm hoping you'll come along. It's kind of embarrassing so please don't tell Gwen or Kevin about it.'' Charmcaster mentally complemented herself on her acting skills. After telling him where to meet her she went about putting the next phase of her plan into action.


	2. Charmcaster's Charms

Ben's Ladies

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Ben x Harem

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''Normal Speech''  
><em>Inner Thoughts, Dialogue, or reading passages from books and scrolls<em>  
>(Quick Notes and Messages or Echoes.)<br>**(Dark over lapping echoes)**  
><strong>'' Demons, Dark beings speaking, DemonicAngry characters Speaking as well as extremely Dark spells and Magic.''**

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Author's Note

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This was inspired by seeing there was a fan version of Auumaan's fic that didn't live up to standard so with his permission I am making my own version. This though gives me a reason to do a redo of the Ultimate Alien episodes. Anyway this takes place before season 2 or I should say after Absolute Power but the Alien Force trio helped out Charmcaster prior to the events of season 2 instead of just apparently forgetting about her. (Spoilers about this or next season's finale is apparently a cliffhanger with no Charmcaster in sight.) And this fic won't have Ben hooking up with as many girls as the source one. Anyway I hope you guys enjoy.

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Story Start

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For the past few weeks Ben had been practicing in hand to hand combat. Ben Tennyson, universal hero and master of the Ultimatrix who had defeated the likes of Vligax, prevented the Hibreed invasion and defeated the Forever Knights was afraid of one person, his cousin Gwen. Of course if brought up he would behemothly denied it, but more then enough on one occasion Kevin would joke that Gwen was the universe's most powerful hero as she could make him cower, only for Ben to cower and said Kevin did as well shutting up his former enemy.

Only Gwen could convince Ben that developing hand to hand combat prowess was needed. Ben begrudgingly agreed to it and couldn't help but agree that the watch could be finicky at times. _ 'I wonder what Charmcaster wants. It sounded pretty important.' _Ben still didn't know why she didn't go to Gwen with whatever problem she was having. Besides that whole body switch incident Ben didn't have too much prolong contact or exposure with the magic user. Sure, more then once they fought but it wasn't likely they ever really talked. _'She is pretty cute though. I liked the old outfit better._' he thought before shaking out of the thoughts. Memories of a younger charm caster with a wolf like pony tail and old clothing plaguing his mind which soon evolved into the older, sexier, and more confident magic user. Ben would be lying to himself if he didn't have one or two fantasy about his former enemy now turned ally. Ben was so lost in thought he didn't notice that he stepped into a purple portal that evaporated as quickly as it materialized.

_''Uugh...maybe grandpa was right. I need to stop day dreaming so much.'' _he groaned as he sat up and looked around the room.

''Hello Benjamin...'' a sensuous voice greeted him causing Ben to jump up in alarm and his hand hovering over the Ultimatrix in habit before stopping himself. ''Really? And I thought we were friends now.'' she replied with mock hurt as Ben's eyes slightly popped open as he removed his hand from the watch.

''Sorry Charmcaster, force of habit.'' he said as he looked around the room. Nothing but blinds partially opened as dim rays entered the dark room. ''So where am I? What happened and why did you bring me here?''

''I just wanted to talk,'' she said as she walked over to him with a sway in her hips. Charmcaster studied plenty of 'videos' as they were called and even going as far as scout out a few clubs and watched how much older swim ensnared their targets. By the look of Ben's rather blank gaze and the way his eyes followed her body it seemed to be working. She was wearing a black top that showed off her cleavage and tight violet skirt that showed off her legs. ''See something you like?'' she teased as Ben began to stammer and look away.

''I...um about this problem,'' he said as he stepped back only for Charmcaster's smooth hand come a rest on the back of his neck as her lips were nearly touching his left ear.

''Do I make you uncomfortable? Don't you like me Ben?''

''I do!" he exclaimed then quickly corrected himself. ''Good friends...I like you good friend.'' he stumbled over his words and began feeling like an ass. Why did talking to girls always have to be so hard? With Julie it was so simple. _'Julie.'_ he thought with a depressed sigh.

''Benjamin,'' Charmcaster drawled out as she got his attention. ''I'm sorry, I sort of lied.'' she said as her hand trailed down his neck and chest. ''I just wanted to spend some time with you.''

''Really?'' he asked, his voice laced with doubt. ''Since when?''

''Come now Benjamin you're a handsome man with a big heart and likable traits. Why else would a girl like me be interested?'' she asked Ben stepped back.

''I'm sorry Charmcaster, I'm flattered, really but I don't think this is a good idea.'' he said as he began to walk towards the door. With a look of annoyance Charmcaster chanted a spell that hoisted Ben up in the air and restricted his movement. ''H-Hey...what are you doing?''

''I won't be denied so easily.'' she said as she gestured him over her. ''I'll show you.'' she placed her hands on Ben's cheeks and pulled him into a deep kiss. Ben's eyes widened as Charmcaster's tongue explored his mouth resulting in the both of them moaning. Ben quickly got over his shock as something coursed through his body. Kisses with Julie were brief and tender, nowhere near as sensuous or powerful as this. A sort of rush he never experience before coursed through him as well as a bit of guilt.

After a few more seconds she softly broke the kiss and sighed in satisfaction. She had a slightly dazed expression on her face then her face changed to one of naughty mischief.

Ben however had a stupefied and confused look on his face and then he finally spoke up. "W-well, that was new…not every day I get successfully frenched by a hot former super villain."

She chuckled in somewhat. "You definitely know how to flatter a girl, but I'm interested in more than flattery," She said mistily as she magically lifted him and with a chant materializing a bed for him to drop onto. She seductively stalked towards him, climbing onto the bed while taking her time as she watched Ben's breaths becoming heavier in anticipation .Sweat gathering on his brow as his chest rose and fell. ''After all you've been through Tennyson I didn't think little ol' me would unnerve you this much.'' she said as her finger trailed down his chest."Mmmm, nice. I see working yourself out today worked for the better." She said as one of her hands went underneath his black shirt to feel up his chest.

Ben was really feeling aroused, part of him wanted her to continue her ministrations and another part of him wanted him to stop. Part of him holding on to the hope of working out things with Julie, morality and his bodily needs waging a war with his consciousness causing much conflict.

Charmcaster then reached down to the lower part of his abdomen where the hem of jeans met the belt buckle, now alarms were going off in his head that this going too far and it needed to stop.

"W-wait! Wait a minute! Stop!" Ben struggled to call out while enduring the ongoing arousal. Charmcaster looked at him with indifferent expression.

"For what? I can sense you actually like this, Hero." She whispered huskily.

"Well for one you're basically raping me!" He cried out with what little outrage, he could muster without his arousal clouding his judgement. ''And we hardly know each other. It wouldn't be right.''

She laughed in complete amusement at what he said and Ben was even more perplexed by her unusual behavior.

"Oh but we know each other quite well Ben. And you'll even get to know better as we continue and I assure you that before this is over you'll want me as much as I want you.'' She then leaned in close to his ear and whispered; "It will be a lot of fun, Benjamin. Once the charm kicks in everything will be okay. You'll see."

She then took him by surprise by lightly licking a part of his earlobe in affection, Ben could start feeling aroused again and before he could say anything she stood back and pulled out some pink dust in her right hand.

"W-why are you doing this? Why me? Ben weakly asked as he felt whatever Charmcaster did to him start to effect.

She smirked in a sultry way. "You're the only guy who isn't either afraid of me or I utter detest. I also say I don't trust any other man to give my gift to, besides the heroes o heroes of course.''

Ben could feel the aura that kept him paralyzed disappear. Though free he didn't feel like fighting or running. What he did do was suddenly pull the sorceress to him and looked in her blue eyes before grabbing her head and shoved her head to his where their mouths covered each other again.

Ben was under her influence like Kevin once was, but this was much stronger and filled Ben with a craving for the silver haired temptress.

"Mmmmmm." She murmured as he aggressively ravaged the inside of her mouth with his tongue, she made use of her mouth by suckling her lips on the tongue to increase the effect.

Charmcaster immediately did not regret this decision, in fact she was super positive she made a great choice. Charmcaster was rather practical person and knew that her potential prospects were limited and Ben was the most logical choice. Loyal, very protective of his family, being part anodite meant that any potential children between them would be rather powerful not to mention Ben was a rather gifted warrior in his own right even if most of it was thanks to device on his wrist.

Her hands went back to work as they slid off his green jacket and let it fall to the floor and hastily slid them back to the hem of his pants. Ben's hands themselves went to work as well by one of them grabbing and squeezing her left breast and the other trailed down to her rear rubbing it. Charmcaster moaned and mewed in delight as Ben's hand caressed her rear. If there was anything Charmcaster was proud of besides her magical prowess was her body that she spent a lot of time working out to avoid the squishy wizard stereotype. Her earlier battles with the Tennyson made her realize how helpless one was without their means of weapon, usually her charm bag back then so she took to training her body and as a result she developed long, lean strong legs attached to a tight, firm rear and her stomach developing quite well developed. While Charmcaster wasn't as chesty like those super models in the magazines she was slightly larger then the average and considering the hardness that was sprung when belt buckle came loose and the zipper coming undone was a result of Ben finding her body quite agreeable.

Charmcaster probed through his boxers, bringing out the bulge as she rubbed her hand up and down the shaft. Her hand slowly stroking the teenager off as he laid there whimpering and helpless filling CC with a feel of surreality. She silently chuckled to herself in amusement at the fact that the hero of the universe succumbed so easily to his hormones. Parallel dimensions, bullets, laser beams, fire, lava, mutant creatures, war lords, dimension rifts and the like were all pussies in comparison to that of sex itself. Charmcaster leaned over and engaged the brown haired boy in another steamy kiss.

Ben moaned under the assault of Charmcaster's hand. To his embarrassment he was still a virgin and never had a girl touch him there. Well Emily did once, but it was an accident he didn't like to remember that incident. Going completely by instinct Ben used his hand to move from her rear, up her skirt and pulled down her panties so they were at her knees. Now exposed, Ben's fingers began to tease and rub her lips. He had seen one or two of Kevin's special videos that the boy had gotten him for his birthday. Ben, being completely naive didn't even pick up on what they possibly could have been despite the fact Kevin repeatedly telling him not to let anyone see or watch them. He was rather nervous, unsure he was doing it right until Charmcaster moaned into his lips in delight. Growing a bit more confident he used his other hand to squeeze her breast.

Breaking the kiss she looked at him with a sultry kiss. ''Not bad Tennyson. With some work I think I can get used to you,'' she said as she magically lifted his shirt off and his pants and boxers down around his knees.

Ben couldn't or wouldn't speak, he was overcome with her lust spell and blew all sense of right and wrong out the window, all he could think about was letting this witch do what she wanted with him.

With a naughty smirk Charmcaster caressed his balls slightly resulting in his cock to twitch. ''About Nine inches. Rather large, quite nicely actually. You may not be built like some pron star but you're a nice size nonetheless. I don't think anything more would fit.''

Drawing her face closer she placed her violet lips on his shaft and kissed it gently once and again until her lips found the tip, opening her mouth a little Ben could her breath on his flesh and was anxious for her taste it. Using her moist tongue Charmcaster teased the tip. Her hand softly caressing his balls as her soft lips teased the tips as bursts of salty pre-cum. Charmcaster started slow, working him like a sucker with each lick getting closer to the core or in this situation each lick closer to an interruption.

Charmcaster took the next step and moved her tongue to his shaft and licked the underside up and down repeatedly making him grit his teeth in anticipation. In one quick motion she engulfed his entire member into her mouth making Ben moan out loud, she continued suckling back to the tip and all the way forward till her nose touched pubic hair. She could feel Ben rock his hips forward, eagerly face humping her face with sudden aggression.

"Oh man, I'm close, very very close." Ben moaned signaling her to thrust her head much faster making him moan louder.

"Ooooohhh...!" Ben grunted as hips undulated and he shot stream after stream of thick warm semen into her mouth and down her throat, he heard loud gulping sounds from her which turned him on even more.

She retracted her head and opened her mouth wide open for Ben to see some of his cum remaining on her tongue, she closed her mouth and swallowed with a loud gulp and reopened her mouth to lick around her lips.

Ben could already feel his member hardening again since he saw that. "Delicious, now sit down." She commanded with a lusty tone in her voice. Ben did so and Charmcaster started to glow violet around her body then she magically stripped herself of clothing. She was in her fully nude glory and Ben could instantly feel himself getting hard already.

Her nipples were already hard and her slender frame was slightly bathed in the aura of violet. Charmcaster's hand hovered over her scarce silvery pubic hair and her face was slightly red. Despite this whole encounter being her idea she had never done this sort of thing before and even her confidence waned in time.

"You're beautiful." Ben stated as he was in awe of her despite being under her spell's mercy.

This compliment gave Charmcaster the confidence she needed to complete her plan. Getting down on all fours she crawled towards him like an animal hunting its prey. Now faces only centimeters apart she gazed into his eyes and chuckled a bit. "Aren't you sweet, I don't believe anyone has ever called me that before when I'm not in disguise, but I suppose that was because I was too busy terrifying people with dark magic. Do you truly believe I'm beautiful, you're not just saying that because of the lust spell are you?" She asked cupping his chin in her right hand.

Ben, still being hypnotized was able to answer honestly. "I always kinda thought you were a looker, but never thought about it too much. Everytime you see us you attack with golems or with your uncle and even when you switched to our side we never spent that much time around each other."

"Hmmm, you make a good point; well we have this moment right here for you to experience my beauty firsthand and to satisfy your needs while under that spell. Don't worry about feeling like you betrayed anyone, I have a plan that will satisfy you and every girl you know, but first you must satisfy me." She said lustily as she gently pushed him to lie on his back as she crawled over him and placed her womanhood over his erect and twitching member.

"Now take me, make me yours, Benjamin." She said as she dropped and immediately felt a very pleasurable sensation as the tip of his dick was slowly sinking into her.

"Ooooohhhh!" She moaned as she kept going down. She winched in pain slightly as the size of Ben's girth and the fact she was eagerly forcing him in her a sharp pain coursed through her.

Ben's mind was overcome with fevered lust but his mind was his and a concerning look was on his face. "Are you okay?''

''I'm fine...just give me a minute.'' She said as she sunk down little by little until it was all the way to the hilt Charmcaster's pussy completely enveloped Ben's dick, she took a few seconds to adjust to the pain and collect herself when he pulled her head to his for a deepening kiss.

She sucked on his lips and licked his tongue with hers until her mind was no longer on the pain, now she felt adjusted and new waves of pleasure were forming within her.

She started bouncing up and down repeatedly undulating her hips with Ben's member. They both moaned as Charmcaster sped up her bounce with every second as her hands gripped his chest.

Ben grabbed her hips and forcefully started thrusting along with her making her feel the sensation of his thick cock even more. Their movements slowly matching as their breathing became heavier.

"Oh yes, Benjamin! More! I need more! Faster please!" She cried out as her face contorted in ecstasy, her cold stoicism gone as well her virginity, she gave herself completely to the pleasure he was giving her.

Wet slapping sounds were made as the witchy girl was bouncing rampantly on Ben's sex, his thrusts were matching her drops making their orgasms come ever closer as the bed started to creek and bump against the wall. She placed her hands on his chest and arched her upper body forward a bit giving him a better look at her breasts.

Then the moment came when she screamed out in ecstasy filled orgasm making her fingers clench Ben's chest and her toes curl up.

"OOOOhhhh yess! Yess! Aaaahhh!"

"Uunnggh I'm coming!" Ben said gritting his teeth as his hips stopped and his position tightened. "Oh god! Charmcaster!"

His hips started twitching and rocking as he came to his climax spurting much of his seed into her glistening pussy. Stream after stream of sperm shot into her filling her up as her orgasm subsided and she collapsed on top of him.

Ben finally stopped coming and slumped his body flat on the bed. Charmcaster rose her head up to meet face to face with him from his chest.

"That was exquisite Benjamin, Maybe I should pay you a visit after I have a stressful magical session." She said purring as she laid her head on his chest.

Ben didn't know what to say, his lust subsided and perhaps the spell wore off, but he felt exhilarated and satisfied from having sex with a beautiful girl. He still felt he betrayed Julie, he couldn't stop mulling about it. The fact that replayed in his head was; he had sex with Charmcaster, and came inside her. He began praying that Charmcaster had a plan or spell that prevented pregnancy.

Suddenly she got up on her knees and placed her hands against the wall, sticking her ass out as a means to signal Ben to come over there.

The same lusty look appeared on her face again. "One more round, hero. I need more of you. I want more, Ben."

Ben was a little surprised she actually called him by his nickname instead of his full name or Tennyson for once, and found it irresistible as he hobbled over to her. He positioned himself at her rear and rubbed his cock to regain hardness, which didn't take long and slid into her. Earning a moan from her in the process.

"Come on, keep screwing me like an animal! Faster!" She cried out as he began pumping her pussy once more, her moist folds were already providing enough lubricant to slide it in and out faster than before.

Her hair was slightly messy and a few hair stuck to her face in sweat as Ben kept at it making it more enjoyable every minute. She lifted a leg in the air and Ben grabbed it to hold it up while he continued plowing her.

Minutes later they reached their climax again and Ben poured another helping of cum into the silver haired spellcaster.

He sat back down exhausted and she joined him in a sultry embrace with a satisfied look on her face.

"I greatly enjoyed that, Ben. I know you did too, there's so much of your 'essence' dripping out down my legs." She purred licking the side of his cheek.

The lust spell died down on Ben vastly, but the realization still held firm in his mind. "I..I can't believe I did this. I just gave in."

Charmcaster rolled her eyes and smirked, she cupped his chin her hand and looked directly into his eyes."You don't have to feel guilty Ben. The spell only brought out what was only there. The spell doesn't work unless there is something to latch on so if you didn't feel attracted to me and wanted this it wouldn't have released your inhibitions.'' sliding off the bed and magically rematerialized her clothes, she closed her eyes and chanted a few bizarre words together.

Suddenly Ben felt strange as a pink glow covered his body and vanished, she stopped chanting and looked at him with a grin.

"What did you do?"

"I gave you a little gift. This charm only works on women who have an attraction and affection for you. If you're worried about your fan girls or just any member of your family platonically loving you turning into sex crazed maniacs you don't have to worry as the charm doesn't have that affect. The charm only works on those who are probably soul mates, women who in one lifetime or another would fit the mold of your other half. There is also an allure of sorts where said girl's desire will increase in connection of yours. This will be a result of their hormones connecting with yours along with a few other things I plan on having fun teaching you in time.''

Ben looked on with a rather impassive look on his face. He couldn't believe his friend, lover,... Charmcaster placed such a spell on him. ''Uh..thank you..?" he awkwardly thanked her.

"You may feel like this is going a bad direction, but you will enjoy and savor it, it won't change their freewill, it'll just bring out what they felt for you tenfold. That includes anyone like your ex or cousin." She said straightening her hair.

"Gwen? She doesn't feel that way,does she?" Ben asked confused.

She simply smirked. "More than you know, and you're welcome by the way. I'll be seeing you again very soon, Ben, and who knows, we may even have a group experiment with you and other girls. We'll see." She said as she opened a portal for Ben to return home only for him to call out to her.

"Hey wait, I could uh…use a little help dressing myself up here." Ben said embarrassed as he covered himself in the nude.

She winked and magically rematerialized his clothes on him, he thanked her and then caught a piece of cloth she tossed at him. It was her underwear, still moist from her arousal.

"See ya later, Ben." She said as she pushed him into the portal.

Ben let out a cry as he dropped down on his bed with panties in his hands unsure of how to make of this new situation. '_Any potential soul mate? What is she going on about? And I can't believe I had sex with Charmcaster! Does it automatically activate? Uhhh.. I need to go to bed and think about this, either the greatest thing just happened to me or the most chaotic. Then again considering my luck it's probably going to be hell I just know it.'_ Ben thought as a faint smile on his face_. 'Should I go see Julie?' _he thought then shook his head. _'No...I don't want the Charm to kick in and force her into something she isn't ready for.'_ he thought as he tried to think of someone who he could talk to that knew his secret and could possibly understand his situation. _'I know...maybe I can talk to Elena. I haven't seen her in a while and besides, we're just a pair of good friends and Charmcaster said that the Charm would only work on my possible soul mates. What could possibly go wrong?'_he thought as he hid away his treasure and decided to go take a nice long hot bath before going to visit his old friend.


	3. Seeking Emily

Ben's Ladies

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Ben x Harem

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''Normal Speech''  
><em>Inner Thoughts, Dialogue, or reading passages from books and scrolls<em>  
>(Quick Notes and Messages or Echoes.)<br>**(Dark over lapping echoes)**  
><strong>'' Demons, Dark beings speaking, DemonicAngry characters Speaking as well as extremely Dark spells and Magic.''**

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Author's Note

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Anyway I've been requesting by numerous reviewers not to add Ben. Have none of you been paying attention of my Ben 10 stories. Sorry guys, but I'm a Bwenner. (I don't ship them as kids unlike most of the other nuts.) but I ship them all the say. Hey if its nasty to you it's just nasty to you. But yeah, Gwen is going to be one of the main characters. (Funny enough everyone that cries out no seems to support Gwevin. Sorry guys, but I think it's a badly done and rushed piece of crap of a pairing.) So no, you don't get your wish. Now stop bugging me.

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Story Start

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Ben Tennyson was currently walking a sidewalk path to Emily's house. Emily was Gwen's best friend from childhood and the two were close. After his break with Julie, Ben had attempted to date to try and move on which resulted in a disastrous date in which he was attacked and he had to web her on top of a 200 foot high tower above the ground. Upon thinking back Ben realized that Emily deserved more then just a simply forced sorry.

It had been yesterday that he just had sex with a long time former villainess; Charmcaster and he wasn't feeling very eased about it. In fact Ben kind of expected her to pop up out of nowhere any moment, but he brushed it off as that he was afraid of her, it was the opposite actually, and after losing his virginity technically 'unwillingly' to her Ben felt a very strong urge to either hold or ravage the silver haired witch all over again. It had to be part of the charm or whatever it is she augmented him with that going to supposedly entice girls around him.

All Ben knew was that he had to set his affairs in order and maybe getting some perspective from Emily he could better learn on how to amend his mistakes with Julie and prevent what with down with them from happening again. As Ben came upon Emily's house he began to hesitate and wonder if this was a good idea? He then shook his head and smiled. The charm was to work on potential soul mates and last time he checked the blonde wasn't too fond of him. There was no way the sophisticated girl would so easily come to an affect of the charm. Then again when he called her and asked if he could come over she didn't sound too angry. 'Nothing is going to happen. Get your mind out of the gutters Tennyson.' he told himself as he went to knock on the door only for it to open before he could even touch the wooden door.

''Hello Ben...'' the light blue eyes girl greeted him. She was wearing a white shirt that the preppies usually went for a black skirt with white socks and low heal shoes.

''So um, Emily...what's up?'' he asked as the blonde merely shook her head. ''So can I come in?'' he asked as the girl looked at him with an unreadable expression before her eyes set upon the flowers in his hand.

''I suppose...'' she answered after what seemed like an eternity of silence. Rolling her wheels back the wheelchair bound girl made room for him to enter before closing the door behind him. ''So, this isn't going to end with me stranded in the ocean or lost in the forest is it?'' she asked as Ben winched.

''First of all I'm really, really sorry about that. I got you these,'' he said handing her roses. Emily took the roses in rose an eyebrow.

''Roses? I take it you don't know much about flowers do you?'' she asked as the boy winched once more. Sighing, a small smile formed on Emily's face. ''I suppose its the thought that counts.'' as much as the memory was still a soar spot for her Emily knew she couldn't hold a grudge forever. Ben could be quite absentminded at times, but he wasn't a bad person. ''What did you want to talk about?''

''I want to make things right between us and come for advice,'' he admitted, hoping she wouldn't decide to throw him out.

''Alright, I suppose I can spend half an hour to here you grovel,'' just because she didn't hate him anymore didn't mean she couldn't make him sweat a little. ''I have water for tea boiling in the kitchen. Do you want any?'' she asked as Ben shook his head.

''No thanks.''

''Well go down that hall and take a left and sit on the couch. I'll join you in a minute and we can talk.'' she said as a surge of something went through her. Emily covered her head as a moan escaped her lips.

''Emily are you okay?' he asked as he crouched over to her side and swore he saw a flash of something in her eyes.

''I...I'm fine Ben.'' she answered him, her tone a little softer then before. ''Just go wait for me in the living room.'' she gently urged him as she went to the kitchen.

''O-Okay,'' Ben responded as he went to the living room to wait for Emily, completely unaware that the charm had picked it's first target.

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Chapter Title Preview: Julie's New Look

Synopsis: Julie has been reconsidering her break-up with Ben and asks Gwen's help on a change of looks and some perspective. When Charmcaster joins in and adds her own personal touch Ben will find himself in for quite the surprise.


	4. Julie's New Look

Ben's Ladies

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Ben x Harem

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''Normal Speech''  
><em>Inner Thoughts, Dialogue, or reading passages from books and scrolls<em>  
>(Quick Notes and Messages or Echoes.)<br>**(Dark over lapping echoes)**  
><strong>'' Demons, Dark beings speaking, DemonicAngry characters Speaking as well as extremely Dark spells and Magic.''**

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Author's Note

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Actual Link on profile.

http:/donotmesswithme(dot)deviantart(dot)com/art/Julie-New-look-same-Julie-187625089?q=boost%3Apopular%20ultimate%20alien%20new%20look&qo=12

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''And you could be a little more attentive you know. I can understand you being this big hero and such, but you should remember to call the girl you're dating.'' Emily noted as she noticed Ben seemed to be gazing down at his hands, deep in thought. _'He really is quite handsome. And putting his life out there on the line every day for strangers and earning the ire of thousands. I don't think most people would be able to do that.'_

''Man,'' he remarked as he threw his head back and looked up at the ceiling. ''Dating seems to be a lot harder then fighting random aliens weekly.''

''Well finesse is something that takes time and dedication.'' she said as she placed a hand on his shoulder. ''I'm sure you'll pick it up. Eventually...you just need practice.''

''But who could I practice with?'' he asked as he turned his gaze to Emily.

''Well,I guess I can let you take me out,'' she remarked as she ran her fingers through her hair. ''So you can make up for what happened on our last date of course,'' she quickly added and turned away. She could feel her cheeks heating up. ''And not a burger joint or anything this time.'' she said as she turned to Ben who sheepishly shrugged.

''Well, it's not like being a hero is a paying gig. I still am in high school,'' he responded as Emily thought about it for a minute.

''Just use your alien talents to earn some cash.'' she said as Ben's gaze furrowed into a look of indecision.

''But should I really? I really don't want to do something as using the Omnitrix for simple chores or such in case something happens. It's been about fix or six days since the last incident so were due for some weirdness any day now.'' he informed Emily who looked at him with admiration.

'_You really are growing up Ben. Maybe...' _her hand moved on its own as it brushed against Ben's cheek.

''E-Emily,'' he stammered and froze up upon seeing the look in her eyes. The next thing he knew she was kissing him, causing them both to fall over on the couch.

Elsewhere at Julie's house she was looking over her new look. The past few days Julie had been reflecting on her relationship with Ben. While she realized that Ben's behavior and over all attitude was frustrating that she was being rather unfair. It wasn't like he was a college student or some part time employee or sorts. He was putting his life on the line against alien invaders and even saved many worlds, including the Earth from complete genocide. Something that Gwen reminded her off when Julie was feeling rather frustrated and was unfairly taking thing out on Ben now that she thought about it._ 'I can't even imagine how scary it is to be the Omnitrix bearer. No telling if Ben will turn into an alien one day that might find our oxygen poisonous or if all his enemies will one day game up on him to get revenge. I should have cut him some slack. I'll apologize and maybe we can try things again. Hopefully he'll take me back.'' _she thought as she looked over her outfit. ''Are you two sure Ben will go for this?'' she asked, turning away from the mirror.

''Benjamin will go wild once he sees you in this,'' Charmcaster cooly remarked as she flipped through the page of the magazine she was reading. Her nose promptly scrunched up and she sharply exhaled. ''What is with the women of this world and starving themselves?''

''I'm sure Ben definitely find you beautiful,''she remarked as Julie's black top was suddenly covered in mana. It was changed, showing off her midriff and cleavage with a tie-in strap in the back. ''Charmcaster...really?'' Gwen spun and sent a pointed glance at the spellcaster.

''Oh come on, Benjamin is a young and hormonal male. Besides you shouldn't hide behind those plain clothes of yours. You have a figure so flaunt it.'' she remarked as she stood up. ''Trust me...he won't be able to keep his hands off of you.'' she added with a knowing grin as Julie's face heated up.

''We need to fix their relationship first,'' Gwen added, wondering just what was up with the look Charmcaster had been wearing since she arrived. In fact her fellow magic user didn't know Julie all that well so she couldn't help but wonder why the silver haired mage showed up on Julie's doorstep not too long ago. Suddenly her cellphone went off. She went over and checked it. ''Trouble, Sorry Julie I have to go,'' she said as she grabbed her purse.

''I'll join you. Better then sitting around and doing nothing,'' Charmcaster remarked as she bid Julie goodbye. Now left alone Julie picked up her cellphone and worked up the courage to call Ben later that day so they could talk about their relationship.


	5. Rekindling a Relationship

Ben's Ladies

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Ben x Harem

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''Normal Speech''  
><em>Inner Thoughts, Dialogue, or reading passages from books and scrolls<em>  
>(Quick Notes and Messages or Echoes.)<br>**(Dark over lapping echoes)**  
><strong>'' Demons, Dark beings speaking, DemonicAngry characters Speaking as well as extremely Dark spells and Magic.''**

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Author's Note

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Actual Link on profile.

http:/donotmesswithme(dot)deviantart(dot)com/art/Julie-New-look-same-Julie-187625089?q=boost%3Apopular%20ultimate%20alien%20new%20look&qo=12

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By the time Ben arrived to Julie's house he was being bandaged by said girl. Unfortunately his Ultimatrix timing out just before the effects of his alien's attack defeated the enemy.''You know, sometimes I think you get injured on purpose just so I can bandage you.'' Julie teased as she finished bandaging his injuries.

''Trust me, it would be nowhere near as fun as you're making it sound.'' he said as he softly breathed in and out. Julie was so close, her lips looking supple and her fingers against his skin was an odd, yet pleasurable roughness. Being the rather competitive Tennis player that she was Julie practiced for hours on end often resulting in small calluses on her fingers as a result. ''So where are your parents at?''

"They left to visit my mom's older sister. They won't be back for a few days.'' Julie explained as she gently sighed. ''Ben...I...'' she started to say but Ben placed a finger against her lips after quickly rising off the couch.

''It's okay, you don't have to say anything. I understand, I'm a lot to deal with at times.'' he said only for Julie to reach up and remove his hand.

''No, I'm the one who should be apologizing. I've the one who has been selfish and ignoring how selfless you've been or all the good you've been doing. I guess I took for granted how much of a responsibility that your choice to be a hero entails. And I want to work things out.'' she said, as she noticed Ben winched slightly. ''What's wrong?''

''There's...something I should tell you...'' he said as he urged her to sit down on the couch. That was when he told her everything, about Charmcaster, the charm and everything that entailed what could possibly happen. ''Julie? Are you...okay?'' he asked as Julie looked up at him, her eyes filled with hurt.

''I..I'm not okay. I'm mad as hell!'' she got up and began walking back and forth. ''How the hell could she do this? How could Charmcaster come over here, pretend to be my friend an give me advice when she has you hopped up on some sort of sex mojo and not say a damn thing? I just...I just want to punch something.'' she ranted until Ben got up and pulled her into a comforting hug.

''I'm sorry...'' he saved as Julie melted into the hug and began to softly break down, tears staining her cheek.

''I just...I just want things to be normal for once. Like a regular couple but...'' she was cut off as Ben pressed his lips against hers. Suddenly a feeling of warmth and mild internal elation took hold in her body.

'What's happening? Why do I feel so…so…good?' She thought before getting even more of the unknown effect coursing through out her body. Sure she had kissed Ben before but it never felt this amazing. Whatever it was it filled her with renewed confidence and a vigor not known to her unless she was in a tennis match.

Ben wasn't sure what got into Julie, well he was pretty sure what got into her but he knew one thing. As he felt her tongue trying to gain entrance, he wasn't going to fight back. He felt their tongues dancing with each other as they both laid on the large couch. Ben's hand reached down to and gave Julie's bottom a squeeze. The result was her face going flush, but her moaning nonetheless.

Breaking the kiss Julie got up and grabbed Ben's hand, leading him up to her room. Through a flurry of kisses and being enthralled by a magical charm their clothing dropped down to the floor. Shirts dropping and undergarments hanging off the side of the bed the room was soon filled with the scent of charm tampering pheromones. What Ben ended up doing with Julie was a stark contrast with what happened with Charmcaster. His rigid cock being caught between the soft sensation of her very soft feet.

"Oh yeah…keep it up..Julie. I think I like this new thing you're doing." He said her making foot go faster.

"Glad you like it. Here's the finale." She said bringing both her feet to the side of her Ben's shaft and started rubbing them rapidly back and forth.

"Oh…Julie..!" Ben moaned out a little louder and the pair of cute dainty feet continued to slide on his shaft a little faster.

Ben was feeling his cock twitching as he felt the smoothness of the surface of her soft feet continue to rub his member with much vigor.

"I-I'm close..!" He said throwing his back in pleasure.

Julie's feet stroked his dick several more times before Ben moaned out her name loudly as he shot spurt after spurt of cum all over her body.

Several more streams of semen shot out before he was done and much of it was all over her slender form. Some of it splattered on her bed and feet as well.

Ben then witness Julie scrape up a piece of his sperm from her bed sheet with her left index finger and placed it in her mouth.

"Mmmmmm, I could get used to tasting you, Ben." She said winking and savoring the taste of his spunk, the sight of her licking her finger clean was turning him on again.

"It's my turn to service you, Julie. I promise I won't disappoint." He said bravely as he kneeled down in front of her exposed bottom and placed his hands against her thighs.

_'I can practically feel the warmth from her snatch. Now to return the favor she gave me.' _He said leaning close until he could place his mouth against her wet pussy.

He slowly began working his tongue along her folds before settling onto her clitoris, he softly nibbled it to which Julie appreciatively replied by throwing back her head and letting loose an orgasmic moan.

"Oh god Ben!"

Julie placed her hands on his head as he dove deeper. His tongue swirled around her insides as each spot eliciting a whimper and shudder. Ben meanwhile hummed in satisfaction, working on instinct as he took in her taste while the charm extended his passion and eagerness linking up their emotions and senses.

Ben's mouth continued the flicks of passion as he was soon nose deep in her wild and untamed pubic hair against his nostrils; his tongue was worming around insider her snatch tasting all of it while his mouth kept sucking on the surface of her lips and flesh.

Julie toes curled and her knees bent inward as her orgasm was approaching fast, a sure sign was her hands grabbing tighter onto his head.

Ben then finished up by bringing his tongue up to her clit to lick and slurp all over it while he shoved two fingers from his right hand into her hole and started thrusting.

Julie's body started shaking violently and her back arched while her hands shoved Ben's face against hips. "Oh oh ohhhhhh BEN!"

Her body trembled and shuddered and he can feel her juices flowing out of her pussy and into his face and mouth. Ben tasted and swallowed most of his juice and brought his face back out almost out of breath.

Julie laid on her bed spread eagled and panting from her orgasm, then she looked at him with almost animalistic lust in her eyes and grabbed Ben by his shirt to pull him on top of her.

She shoved her lips against in a savage and succulent kiss where he probed her mouth with his tongue and in turn she sucked and tasted his tongue wildly.

They made out for minutes and Ben was starting to harden again due in fact that she was stroking him during their make out session.

Slurping sounds were made and small lines of saliva were connected to their mouths as their rounded up their kissing with Julie sucking his lips.

"Mmmmmmm, Ben, I'm ready. Just take me! I'm all yours, Ben!" She said as he rose his upper body and grabbed hold of her thighs.

Using his right hand to steady himself Ben edge his cock into her virgin maidenhood rubbing along the lips of the slightly split entrance as he readied himself to completely penetrate her.

"This will hurt a lot, you know." He warned and she nodded impatiently.

With a gentle shove Ben began to worm himself in and heard a very pained groan from her. Ben wrapped his arms around Julie as a tender whimper escaped her lips. They held each other, waiting for time to pass as they wait for her to slowly open up and give used to Ben. Finally after much anticipation and slow gentle movements Ben filled her.

Their pace started slow, Ben being fearful he would hurt her but there passion soon took over. He slowly pumped backward and forward a little bit to get adjusted, he could feel the urge to come from the tightness.

'She's so tight, it feels so good..!' Ben thought before cupping her face and looking into her eyes."Are you okay? Should I move slower?'' he asked, upon knowing the strained look on her face.

"I knew it would be painful, Ben. The first time always is, I'll like it much more if you keep doing what you're doing. Now fuck me." She said smiling.

Although he hardly ever hears her curse, Ben was inclined to continue pumping his dick into her wet and slippery snatch. The rod like appendage got sucked in to the warm hole then retreated back out until the tip was at the entrance, again Ben kept repeating this action while hearing Julie pant.

His dick slid in and came back out in a steady tempo, his hands resting on her ankles with a firm grip as he could feel her moist cocoon steadily enclose around his cock urging him to cum.

"Oh yes, oh yes! Keep going, Ben! Harder!" Julie screamed out and Ben started thrusting himself into her pussy with more force until he gritted his teeth.

Panting, bed creaking, and wet noises could be heard as the brunette teenage continued to plow the one on the bed. Julie wrapped her arms around his torso and pull him down against her to urge his strokes to go as deep as possible.

She aggressively suckled his mouth as she could feel her end coming and quickly wrapped her legs around his lower back causing Ben to moan out loud.

The new position allowed Ben to stroke even deeper, his thrusts become sporadic as he close.

The bed was now creaked even more violently as his thrusts were pounding her into the mattress with fervor. Sweat was glistening off their bodies, their mouths locked with each other, and the sound of Julie moaning louder and louder was all that can be heard at the moment. Until…

"Ben!BEEENNN! I'm Cumming!" She shrieked out loud in euphoria as her toes curled up, her entire body clenched up around Ben as her orgasm came in tidal waves.

"OOOOHHH YES! JULIE!AAaaahh….!" Ben strained then felt his hips thrust on their own wildly as he shot a flowing stream after another into her womb filling her up.

For a few more seconds he kept rocking his hips with hers releasing the rest of his semen into her pussy, thus leaving him finished for right now.

They both sighed in satisfactory relief as Ben collapsed on the bed next to her. Ben looked over to the smiling face the Asian angel and kissed her. '

"I love you, Ben." Julie said to him as she put his jacket on him and kissed him sensually on the lips.

"I love you too, Julie." He said dressing up once again and bade goodbye as he left the house.

He walked with a smile on his face since it was a terrific afternoon for him. One thing was on his mind though; actually two things: this thing would indefinitely affect other girls regardless of what he did or didn't do and there was probably no helping. The other thing was his cousin; Gwen, would she really be affected by it? Even if she was magically imbued like Charmcaster was?

'There's only one way to find out.' He thought as he let out a soft exhale. '_I just know something is going to come around and bite me in the ass as a result.' _


	6. Only Like Cousins Can

Ben's Ladies

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Ben x Harem

0

''Normal Speech''  
><em>Inner Thoughts, Dialogue, or reading passages from books and scrolls<em>  
>(Quick Notes and Messages or Echoes.)<br>**(Dark over lapping echoes)**  
><strong>'' Demons, Dark beings speaking, DemonicAngry characters Speaking as well as extremely Dark spells and Magic.''**

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Ben made his way over to where he knew Gwen would be at. He had already called her over the phone to elaborate on his condition and Charmcaster's involvement with it. He couldn't recall the last time he heard Gwen so angry. No wait, there was the time he dyed her hair pink when they were eleven. Never had there been a day Ben regretted taking off the omnitrix then that day. For there was no advice on the internet or otherwise on how to defend yourself against your vengeful cousin who could use magic, none that was useful anyway.

_'First Charmcaster and now Julie? Oh god, what if the Charm somehow inadvertently affect my fan girls? I'm only one guy, there's no way I can deal with that many girls.'_

He sighed to himself once again letting the fact that the charm would do anything it wanted regardless of he wanted. He put his left to his chin in mischievous thought of how many girls he did know. He was so lost of his thoughts he didn't notice someone approach him.

''Why are you always a magnet for trouble?''

Ben opened his eyes in alarm and looked to see Gwen herself standing in front of his bed with her arms behind her back and a curious yet innocent look on her face. She was wearing her usual attire of a red long sleeve shirt with tight fitting jeans and a black vest as well as having her hair tied in a long ponytail.

"G'ah Gwen! Hey! Uh didn't see you there….soo.. how are things?" Ben said stuttering in stupor, caught in other surprise.

"Peachy, this charm thing really has you freaked out huh?'' she asked as Ben dumbly nodded. Gwen sighed and grabbed his wrist, ''...come inside, explain everything again from the beginning. I'll try calling Charmcaster again.'' Unfortunately to their dismay Charmcaster didn't answer her cellphone yet again.

''Are you sure you're okay?'' She said in a concerned tone as she they sat down on the bed.

Ben could honestly say that he couldn't look at her in the same light anymore, right now she was having an effect on him which without a doubt was the charm kicking in. ''C-Could you, not tell anyone else about this.'' he replied, scratching the back of his head nervously.

Gwen simply cocked an eyebrow and got up from the bed. "Are you sure about this? Maybe Grandpa Max or Grandma Verdona might know something we can do to reverse it.''

''I'm sure Charmcaster wouldn't have cast a spell that can be that easily undone. Besides, she seemed certain that it couldn't be undone and I rather not have word get out and having people start claiming they've been affected by the charm, please Gwen.'' he pleaded as Gwen folded her arms and thought about it. She sighed, her face soften and she reluctantly agreed.

''Alright, but if this Charm starts going haywire or it puts you in danger I won't keep it a secret any longer.'' she said as Ben leaped up and threw his arms around her.

''Have I ever told you that you were the best?'' he asked as Gwen's cheeks blushed and red chuckled.

''I know...'' she teased. '_Only for you Ben.' _she thought before remembering they had to get ready for the trip. ''Okay, well come on or you'll be late for the trip to the waterfalls. Grandma Verdona said she'd take us there, it's the place we met her in, you know." she explained as Ben let go of the hug.

"Oh uh right, Kevin coming too?" He said getting up as well whilst something very noticeable was shown on Ben.

"No, he said he's going to go modify his car some more, so he'll be out for…the…..day….uh.." She trailed off when her eyes looked down below Ben's chest and awkward silence followed as she stared at it.

"Uh Gwen? What were you saying?" Ben looked questioningly at her and looked down to what she was staring at, Ben's eyes went wide with embarrassed surprise.

He had a massive erection straining against his jeans, it was very noticeable by Gwen.

Ben didn't notice and he was too shocked to say anything, but the light blush on Gwen's cheeks only darkened as she looked at his strained erection, then after a few seconds of more awkward silence she cleared her throat catching his attention to snap out of their little trance.

"Well I should go get dressed then, be outside in an hour. Grandpa and Grandma are coming by with the Rustbucket." She instructed still a light red color to her cheeks as she turned around and walked to the door. Before she opened the door Gwen's head turned to the side to cast a look at Ben.

"Ben? Do you think I should go with a black two-piece swimsuit or a white one?" She asked not knowing what brought out the question in the first place.

Ben then noticed a soft eerie pink glow in her pupils indicating the charm was already taken effect.

"Uh I would say the black one, it brings out your hair more." He answered honestly, Gwen nodded and blushed a bit at the compliment and left the room.

Now looking down at his erection he sighed miserably. "That was embarrassing, bad timing for a hard on, but either way it looked like she's under the effect now. Maybe it was her powers instead?" He said to himself then shook that off remembering that she asked which swimsuit option she should wear, it was a simple question, but he knew better.

'If it can't be helped then I should enjoy it I guess, I just hope this doesn't crash and burn on me one day.' He thought before going to his closet to rummage through his camping and swimming wear.

_Little more than an hour later…_

They arrived at the camp site about an hour after they left the house, Ben and Gwen didn't say anything to each other the entire trip, probably out of awkwardness between after Gwen witnessed his arousal.

She may have been quiet, but the charm did indeed take effect on her and she is indeed planning a little something for her cousin later on today.

Ben came out of the Rustbucket clad in his swimming shorts and a towel draped over his left shoulder, he stood outside waiting for his Grandparents and Gwen to finish changing. Leaning against the wall of the RV in boredom he waited until he heard the door open and stepped out a version of Gwen he thought he would never see.

"What do you think?" She asked smiling as she came into view appearing to wear a barely visible black thong accompanied with a same color top piece that barely covered her breasts at all and it didn't have any shoulder straps. Gwen's hair was even done differently, it was styled like a ponytail to the left side leaving her a slender mane of hair draping down over her shoulder. Very graceful and gorgeous, she paralyzed Ben with her look.

Ben's mouth was agape with awe as he struggled to say something without looking ridiculous.

"I take it from your frozen face that I look good. Try not to drool too much, Ben." She said smirking and walking the lake nearby to start swimming.

"Wow." He said to himself now thinking that letting the magic do its work is a good idea.

His grandparents came out of the RV lifting some of the camping equipment out in to the opening.

"Need any help? I could go Humongasaur and take the heavy stuff off you." Ben suggested pointing to his watch.

"No, that's okay, Ben. Just go swim and have some fun, I may be old but I'm still spry." Max grunted lugging the barbeque grill to the right spot.

"Sure thing, Grandpa." Ben turned around and was about to head down to the lake as well until Verdona placed a hand on his shoulder. "What's up, Granny?"

"First off, don't call me 'Granny', secondly keep an eye on her. I think something strange has affected Gwen." She stated suspiciously.

Ben mentally gulped; he didn't expect Verdona to be catching on to Gwen's sudden change in attitude.

"Yeah, I will, but it might be nothing, you know, maybe hormones?" Ben suggested shrugging as he left the opening and headed down to the lake.

"Hormones don't always make an innocent girl dress in a slutty swimsuit, but keep an eye out anyway. It could be because her mana has been tampered with by another supernatural force, it happens every now and then, you know. You just make sure she doesn't go too crazy or anything." Verdona said giving a stern yet motherly smile.

"Don't worry I'll keep a real close watch on her, Granny. See ya." Ben said walking down to the lake where Gwen was.

'_He called me 'Granny' again, I hate when **anyone** does that. It makes me feel so old._' She mentally said pouting.

"Almost finished with preparations, Verdona, do you need to sit on one of the lounge chairs now?" Max asked setting one down near the shade.

She slowly turned her head and smiled shaking her head. "That's quite all right, dear. I think I will just go for a walk in the woods and pick out some of the flowers that remind me of the old days."

"Okay, I'll be waiting here then, I know you're not here for long until you go traveling again, but let's make this day memorable for Ben and Gwen." Max said smiling genuinely.

Verdona nodded and started walking to a certain area in the woods. 'Memorable,hmmm.'

Deep in the neck of the woods where the waterfall lake is Gwen had already went ahead with Ben trailing slowly behind. He soon came upon the clearing and saw that she was already getting in to the water.

She sat on the edge of one of the flat rocks and let her ankles get into the water, she didn't notice Ben yet and maybe she did and decided to tease him at the moment.

Gwen scooped her hands into the lake to scoop up some water and let fall onto her chest which was sticking out while her back was arched.

"Holy…, I think I better watch this first." Ben said to himself and picked a spot behind a tree nearing the lake; he got a good view and hid himself from her for now. _'Does she know I'm here or is she teasing me?'_

He got his answer when she turned her body so that Ben got a perfect view of her front body and then she unclasped her bra. The thin piece of clothing came off instantly and fell into the water, her long still dry hair hung to one side on her left shoulder revealing her supple teenage breasts in all their glory.

'_Gwen's tits! Wow, I never thought I would see her of all people naked. This is so perverted, but I sure as Hell can't help it. I just want to go up to her and-'_ Ben stopped in mid-thought when she did something else on her little show that shut him up.

She laid back on the grassy ground intentionally exposing her slender topless upper body, she placed one arm behind her head and used the other to grab a small bottle of skin lotion she brought with her.

Using her unoccupied hand she flipped open the cap and positioned the bottle over her abdomen and squirted some of the creamy skin lotion over her chest and dropped the bottle on the ground.

Taking her both her hands now and placed them over her lotion covered breasts to lightly grab each mound with her hands then rubbed her fingers to smear the cream all around.

Ben was getting aroused at seeing her fondle her lotion covered tits and already his swim shorts felt tighter. He looked down and noticed the erection formed tent of his shorts show up again, but then he looked back over at Gwen who was now doing something incredibly arousing.

Gwen picked her right breast mound and craned her neck so that her pink lips made contact with her nipple then she opened her mouth and flicked her tongue to lick the areola and nipple at the same time.

'Holy crap!' Ben thought unable to tear himself away from this.

Gwen's tongue trailed around the nipple in a smooth circle and she closed her lips on it as she was now making a suckling noise, she was suckling her own breast while her other hand was squeezing and rubbing her other breast.

"Mmmmm." She moaned then released her mouth from it and looked into a spot of the woods to say something. "Well Ben? Are you going to join me or not? It's getting lonely here." She said in a sultry tone with bedroom eyes.

'She did know I was here. Well screw watching!' He thought with burning desire and walked quickly out of the hiding spot up to Gwen's laid back form.

They both looked in to the eyes of other and felt something click, a connection, a bond, even a mutually desired lust for the other that has been dormant for awhile now.

Ben leaned down to her now red face and right then and there they both knew what the other was thinking; _'I love you. I always have.'_

Ben captured her wet pink lips with his with an energetic lustrous hunger and Gwen reciprocated by wrapping her arms around his neck to become closer physically.

He could feel her lotion bathed tits against his chest increasing his arousal and lust for this woman. He nestled his arm around the back of her neck, deepening the kiss as his lips caught her tongue resulting in his softly sucking on it.

His other hand reached down to her other part of the swimsuit and slowly peeled away her black thong little by little till it reached the end of her ankles.

With a yank her thong was off and into the water of the lake behind them, Gwen's own hands went from behind his back to the rear of his swim shorts and gradually peeled them off until they were off entirely thus revealing his erect member to her once more.

She broke the kiss reluctantly and looked directly at him with a hungry and dreamy expression on her face. "Ben, should we do this? It will change things, you know. Nothing can ever be the same and-"

"I want to, you want to, and we both know we wouldn't have gone this far without meaning to go farther. I love you , Gwendolyn Tennyson, too much to let anything keep me from you." Ben interrupted with his heartfelt confession and Gwen simply melted after hearing him say that. She knew he wouldn't leave her, she just felt she had to ask that if he was unsure in anyway, but now she knows better.

Ben felt her left leg rub up against the side of his buttocks signaling she wanted him to do it now, Ben smirked and lifted himself up so that he could hold her legs apart and aim his hardened member at her moist opening.

He looked at her eyes and noticed her pupils were glowing bright pink like his pupils were currently doing and it was telling him the charm was working in overdrive for them. Probably because they were both so deeply in love with each other, Ben knew this was meant to be.

The tip of his cock reached her entrance and little by little he pushed in causing Gwen to whimper a little bit, she nodded, then with a great forceful push he penetrated her hymen and felt the soft flesh of her walls constrict his member tightly.

"Aaaahh….ooohhh It hurts….ooowww…" She whimpered as her virginity was taken by him, she would have screamed but restrained herself as much as she could in case her Grandparents would hear it and come searching.

Just like how it was with Julie and Charmcaster, Ben decided to silence her by kissing her and letting her moans go quiet while his tongue was playing with her own. Eventually the pain subsided and then waves of immeasurable pleasure replaced it and spread out through her whole body, her pupils glowed with an even brighter pink signaling the charm was multiplying the pleasure he was giving her tenfold.

Ben's slick member was sliding in and out repeatedly with a feverish vigor, his hips were rising then dropping over and over again increasing the wet fleshy suction her pussy was giving him.

"Ah YES! MORE! MORE!" She hollered out as sexually hungry look displayed on her face.

Ben pounded more and more and wrapped his arms around her back while she grabbed the back of his head, wet slapping sounds were made and being loud as he kept banging teenage snatch of his cousin.

'It's so good! So good! I can't believe it! The charm is making me and her more sensitive to all of it and it's incredible!" Ben thought as he felt the balls of Gwen's feet touch his thighs as her ankles crossed and interlocked along the surface of his lower back.

She wrapped her legs around him and it increased the suction drastically.

Out in the woods right in front of the lake area Verdona was watching the scene in complete and utter shock. Her eyes were wide with what she was seeing, but she didn't want to interrupt or stop them for some reason, maybe it was because it was their moment or something else…

'_Oh dear lord…! Th-they're having intercourse! My two grandchildren are making love to each other..!'_ She thought and stood hidden, with shock still coursing through her.

Wet slapping sounds got louder as Ben's lower body ground against Gwen's maidenhood, the moistness of her folds made his member slick enough to increase his pace as he shoved his cock deep into Gwen's snatch.

Each time he buried himself to the hilt inside her while his mouth kept her mouth occupied in a steamy make out session.

Ben could feel her climax coming, they had been at it for minutes now and she was at her limit since she her legs wrapped tighter around his back. Finally..

Her legs and arms locked themselves to the maximum of tightness around his back as Gwen let out an orgasmic cry.

Ben himself clenched his teeth and thrusted his member one final time into her Gwen's wet passage, shooting out multiple ropes of his semen inside her and kept shooting off causing him to undulate his hips each time.

Filling her insides with several spurts of goo, Ben's hips stopped jerking as the last of sperm drained out of him and into Gwendolyn. He collapsed onto her and left both of them panting and sweaty.

Both of them still unaware that Verdona saw their love making. '_I don't want to disturb them, they look so happy with each other and I don't wish to take that away from those two. I have no idea what brought this out in them, but maybe I should make my stay a little longer because I know for sure neither of them know a thing about Anodite mating procedures. Not to mention Great Grand babies.'_ Verdona thought to herself smirking. _'Wait, great grandbabies.' _she thought as her smile lessened. '_I feel old.'_

Later on Ben and Gwen gathered their clothes and redressed themselves, as they headed out of the lake area and on the path into the camp site they walked hand-in-hand both with happy smiles on their faces. ''Gwen...'' he started to say only for the red-head to place a finger against his lips to silence him.

''I know, I felt the charm working and I didn't fight it. I'm still upset at CC, but considering how we bonded I don't think she would have callously cast a charm on us if it was suppose to hurt us. So I gave in and opened my heart to its effect and I've never felt so free.'' she explained as she nestled her head on his shoulder.

Ben sighed, despite Gwen's assurance that she was okay with what happened he couldn't help but feel guilty. ''We should have talked about this more. We should have been more...'' his eyes widened and he went pale.

''Ben...what's wrong?'' she asked, feeling fear gnaw at her stomach at her cousin turned lover's reaction.

''We didn't use protection. What if you got pregnant!'' he exclaimed as Gwen's reaction soon mirrored his.

And for the first time Ben heard something from Gwen he never thought he would hear from his intelligent and proper cousin. ''SHIT!''

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Chapter End

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I need to connect back to having funny endings and one liners. I haven't really been doing that. And you already see me cutting down on the harem number and options.


	7. His Two Greatest Loves

Ben's Ladies

0

Ben x Harem

0

''Normal Speech''  
><em>Inner Thoughts, Dialogue, or reading passages from books and scrolls<em>  
>(Quick Notes and Messages or Echoes.)<br>**(Dark over lapping echoes)**  
><strong>'' Demons, Dark beings speaking, DemonicAngry characters Speaking as well as extremely Dark spells and Magic.''**

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Author's Note

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No offense to Auuman, but my direction of the story will be less cluster fucking. I already noted that this will contain less of the insanity of its prdeccesor, but my problem is more with how the Charm is dealt with. It's borderline rape as the girl's are effected, have sex, and are only informed afterwords when they're compliant and really can't argue. It's Fridge Horror folks, which is why I'm going about it in a way where it's more emotional, the girls are more or less informed before hand and stuff like that.

Also, you can't tell but I am so pissed at how they're handling Charmcaster's character. My god, the only other character I know that is developed then gets derailed is Sakura Haruno, which means only certain characters are good in certain hands when they are secondary and not in the forefront of the plot. The next episode she will appear in sounds even far more horrible. All and all I'm Kyuubi16 and I can put a spin on just about anything, but I am so damn disappointed. Anyway please enjoy this next chapter.

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Story Start

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Ben, Gwen, and Julie had gathered to talk about what was going on. Charmcaster seemed to still be M.I.A. leaving the trio to try and figure out what to do. Short of converting to Mormon or another religion Polygamous relationships, were not common or well embraced in the United States. Considering Charmcaster's knowledge and experience this wasn't something they want to tamper with. Gwen had learned her lesson with tampering with forces beyond one's control with that little time travel incident. ''So as far as we know the Charm hasn't effected any other members of our family!'' Gwen began as Ben nodded.

The brown haired boy was thanking whatever merciful gods that the Charm wasn't affecting his mother. He loved his mom, or Sandra as she insist that he call her, but Ben Tennyson did not have an Oedipus complex. His aunt Lily didn't seem to be affected either, which he was also thankful for if not to spare him from Gwen's wrath. All and all, even if Ben was your normal if albeit a bit daft at times hormonal sixteen year-old boy, even he wasn't perverse enough to the point he was scummy enough to bend just any woman to his will by the use of magic for sexual favors. He was a hero, not some sexual deviant.

''But that doesn't qualify what she meant by probable soul mates.'' Julie added as she reached out and cupped Ben's hand. ''By the way she worded it, does that mean someone you could have fallen in love with and connect in the past? The future or alternate realities?" Julie wondered, dread feeling her. She was glad Ben had been honest and forthright with her about his little. Though considering their first date involved aliens it would be rather pointless and cause unnecessary conflicts and arguments. '_Not that we needed any more extra reason to fight.' _she thought as she rested her hand on his shoulder. '_So Warm._' her eyes closed as a faint warm glow coursed through her. As Ben and Gwen continued to discuss what was happening Julie couldn't help but nuzzle her nose against his neck as she felt giddy.

''J-Jules, what are you...'' Ben let out a cry as Julie's hand began to fondle his crotch.

''Must be the Charm...'' Gwen murmured with a brief cough as her face began to go red. ''If...if this whole situation is going to be permanent, we might as well get used to certain things.'' the red-head suggested with a foxy smirk as she began to undress. Part of her felt bad about the situation as Julie didn't have as much resistance to the charm's effect that she did, but Gwen found herself having trouble resist the urge herself.

Suddenly her jeans fell to the floor and followed up by her vest and red long sleeve. Julie just now noticed and looked completely stunned.

"G-Gwen?" She asked with surprise and shock that would have killed the mood had it not been fondling her breasts through her shirt. She supposed she started it first, but she was at least being somewhat subtle, her hand movements not visible with the table in the way. Which were still rubbing Ben's growing cock. Than again Julie wasn't exactly very affectionate in public, per the way she was raised. ''W-Wait...you two don't...mean to...'' She trailed off when he planted kisses along her neck and pushed up her bra from the inside of her sweater. 'Oh god…I don't want this to end… I don't even care if Gwen is right here and not leaving…I just want this…!' Julie's mind was in a sexual haze and she turned her head to meet Ben's in another tongue on tongue wet kiss.

Gwen unclasped her bra and let it fall to the floor with her other clothing, she yanked off her panties and kicked them to the side and approached Julie.

She was too preoccupied with Ben's mouth so Gwen took the liberty of lifting up her sweater to see Ben's hands grabbing and squeezing the Asian girl's tits.

'Hmmm, how about somewhere else.' Gwen thought to herself as she knelt down a bit more and raised Julie's legs up and dove her hands into her skirt.

Gwen slowly slid Julie's undergarments off the long, tanned tennis player's legs panties and tossed them aside before she pushed her legs open wide so that her teenage snatch was visible. Julie's pussy was in plain sight and she didn't seem to mind at all, it was moist from the ministrations Ben was giving and Gwen now saw a kinky opportunity to take. Gwen never admitted or conveyed the fact that she was bi-curious. Despite the fact that they were bitter enemy for years, Gwen couldn't stay mad or hate Charmcaster once she found out her reasons for seeking power. It was part of the reason that Charmcaster's first deception and betrayal hurt so much. She was this beautiful, older girl who could magic and Gwen was envious of her, and wanted to be a lot like her at first. But now with the Charm bringing those thoughts and the memories to the surface and releasing her inhibitions maybe she could finally come to terms with those feelings.

Pressing her mouth close to the teen girl's snatch Gwen lightly licked the surface causing her to shiver and moan in Ben's mouth. Gwen then started pressing her mouth closer and dove her tongue right in causing Julie to jerk her body a bit but she continued on much to the pleasure of Julie.

_'Is Gwen licking me out? ….hhuuuuhhhh….it feels great. Just as much as when Ben did it to me,…oooohhhh keep going, Gwen!' _Julie thought, letting Ben's tongue probe her mouth as she suckled on it. Julie supposed she should have been in shock or surprised, but it simply felt too good. All the while Gwen was probing her mound with her tongue and with plenty of energy.

Julie arched her back a bit as she felt Gwen's tongue swirling around inside her forming new ripples of pleasure to surge through her being. "Don't stop. More!" Julie said out loud breaking from her kiss only to return to it full force.

Feeling Julie's orgasm approaching Gwen decided to place her fingertips at the entrance and spread her opening wider so she could dive two fingers into Julie's snatch and thrust while lapping.

After a few more minutes of this Julie's hips started jerking on the seat of the couch and her orgasm came after a few more licks from Gwen. Julie let out a cry and arch her back as an explosive orgasm rocked her being and her juices spill into Gwen's mouth on her tongue. After a few more twitches her orgasm ceased and Gwen rose up from her knees and approached a dazed Julie. Sure enough Gwen was far more attentive and skilled in the use of her fingers to bring Julie to release, the most obvious explanation that also being of the same sex she understood her body a bit more than the still rather inexperienced Ben.

"Man that felt amazing. I never had it like that." Julie said looking dreamy, apparently sparking some jealousy in Ben as he didn't want to be undone. So he snuck his hand down to her vagina and started rubbing it furiously.

"Oooohhh yes, Ben..!" Julie stammered as Ben's left hand continued masturbating her and Gwen did something unexpected and pulled Julie into a searing tongue lapping kiss.

"Mmmmmm…" Julie hummed as she felt the redhead's tongue worm around inside her mouth letting Julie taste some of her own juices as the same time.

Julie decided to repay Gwen by placing one hand down between her legs and the other on one of her breasts, she started rubbing her breast in swirls and began massaging Gwen's snatch in unison.

Gwen moaned and placed both of her hands on Julie's face so she could deepen the kiss and depths in which her tongue can slither around in.

Ben felt like he was watching an actual stag film, but a thousand times better since he was living it. Seeing the girls getting 'friendly' with each other made his pants tighter, he needed release and he badly craved the girls.

Gwen let go of Julie's mouth with a thin trail of shared saliva connecting them and they both got up and turned around to look at Ben in a naughty way.

"What do you say, Julie? Should we give Ben some special treatment?" Gwen asked deviously.

Julie had a sexy pair of bedroom eyes that were gazing hungrily at Ben and looked to Gwen and nodded. "Sharing is caring."

'Dear Penthouse…' Ben mentally joked as both girls kneeled down in front of Ben and both pairs of hands worked the hem of his jeans off to reveal his boxers, then came those and now his fully erect eager cock stood waiting for the girls.

Without waiting or hesitation Gwen placed her mouth on one side of it and opened her mouth to lick all around the shaft and the tip. Ben gripped the couch cushions as wet spongy flesh was tasting him.

Julie looked stargazed for a moment then imitated Gwen, but instead placed her open mouth on the other side of his shaft while Gwen's tongue ravaged the other.

'Whoahhh….this is almost too much..!' Ben thought being overwhelmed by the sheer pleasure of Julie licking his dick from one side while Gwen lapped the other. Julie placed kisses here and there in between licks and she made sure to cover every inch of her side of his shaft, Gwen alternated between licking and suckling around his meat until they heard him moan very loudly.

'Hmmm, I have an idea that will really knock his socks off.' Julie thought before taking her lips off and placing the tip of his manhood at the entrance of her open moist mouth. Gwen took her mouth as though she knew what she was going to do and waited.

In one swift movement Julie took in all of Ben's member into her mouth and throat.

"Oh wow…! Julie you're incredible!" Ben gasped as he started breathing heavy.

His member was buried up until her noise touched trace amounts of pubic hair, Julie indeed took all of him in and she started bobbing her head slowly back and forth.

Ben gripped the couch tighter and decided to sink her head lower as to occupy her mouth with his unattended testicles. She started sucking on his sack and then inhaled half of his ball sack into her mouth. Ben felt like he was going to explode soon.

Slurping sounds were being made loudly as Julie continued deepthroating Ben's cock in rapid pace while Gwen kept licking around his balls with lusty taste in her mouth.

After a few seconds the dam burst and Ben yelled out their names as he released numerous amounts of semen into the Japanese teenager's throat.

Julie felt a torrent of sperm invading her throat like a flood, but held it all inside and didn't swallow just yet.

After a few more hip thrusts Ben ceased his orgasm and Julie removed his dick from her mouth with a trail of cum overflowing from the corners of her lips. Gwen removed her lips as well and looked to Julie and grinned, they both nodded and when they noticed Ben looking directly at the two they went into action.

Julie placed her hands on Gwen's face and rose up a little bit and opened her mouth to reveal nothing but creamy sperm dribbling around inside her mouth unswallowed.

Gwen opened her mouth wide open and Julie let drop a slow slimy trail of Ben's sperm onto Gwen's waiting tongue.

'Holy crap!' Ben was excited by what he was seeing. So much so that his penis began rehardening at the mere sight of it.

Dribbling amounts of bodily cream flowed into Gwen's mouth filing her throat almost as much as Julie's then the next hottest thing took place; Julie closed the distance between them and locked cream covered lips with Gwen.

Ben was speechless as he continued to watch his two lover girls kiss and tongue each other with sperm coated lips and tongues.

Both girls moaned inwardly and opened the gap between them a bit so that Ben could one sperm covered tongue being sucked by the other's mouth and vice versa. His member was now standing rock hard and ready for action.

The girls noticed this and gently broke apart leaving a thicker trail of cum between them, they each swallowed what remained inside their mouths with audible gulps and turned their attention to Ben.

"You girls ready? Who wants to go first?" Ben asked confidently.

"Both of us." Gwen and Julie said in lusty unison as they both lightly shoved him onto his back on the couch.

Gwen got up over him so that she was above his head with him having a clear view of her moist teenage snatch, she lowered her bottom so that Ben's mouth was upfront with her pussy. Julie got up and straddled him to lower herself onto his erect manhood. Little by little his rod inched into her until with an elated gasp she buried his shaft deep into her wet moist passage.

Ben took the liberty of lapping Gwen's cunt hungrily and fervently causing her to breath hard and lightly call his name. Julie was bouncing up and down repeatedly on his meat causing her breasts to jiggle and her voice to become louder and louder.

Ben had the best of two worlds at the moment, first he was eating his beloved redheaded cousin and at the same time he was having intercourse with Julie. To say this was a dream come true was the understatement of the century.

Gwen steadily grinded her hips into his face causing his tongue to delve deeper into her snatch while Julie placed her hands on his abdomen to steady her humping of his meat.

Julie cried out as once more she was brought to release, her hips felt tight and her pussy contracted on Ben's member causing to climax as well.

His tongue was lapping up and down all around inside Gwen's vagina until she felt her climax come the same time as Julie's. "Oh I love you, Ben!"

Ben himself couldn't speak but felt a surging Orgasm flow throughout his body as he came yet again inside Julie. Torrents of flowing cum spilled into Julie deep into her womb filling her up. Spurt after spurt he ejected into his girlfriend while she was arching her back in fierce orgasm. All the while Gwen's cunt juices leaked out into Ben's waiting mouth while he continued lapping up her womanhood for all it's worth. After a few more seconds of this they all finished and laid down together resting satisfaction.

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Chapter End  
>000<p>

Not every girl is going to be bisexual or up with Bisexual sex. Nearly every harem story does that, and I tend to hate that. Julie is as egregious as I'll go with it, and Gwen and Charmcaster because of the Lesyay. But every other female with most likely be straight.


	8. The Charm Effect Part 1

Ben's Ladies

0

Ben x Harem

0

''Normal Speech''  
><em>Inner Thoughts, Dialogue, or reading passages from books and scrolls<em>  
>(Quick Notes and Messages or Echoes.)<br>**(Dark over lapping echoes)**  
><strong>'' Demons, Dark beings speaking, DemonicAngry characters Speaking as well as extremely Dark spells and Magic.''**

0000

Author's Note

000

Auuman and I have been talking. He's been cool on the themes and passages called and the stuff I've said. I've apologized, we've talked, and shit happens. He says its just boner material/fanservice. Fine. I just wish there was more plot and development. He explained some stuff about the effect of the Charm, but I still can't help but notice mind control over tones and despite his assistance and logic, I find so many various women of different tastes and behavior would just want to immeditely fuck Ben. Too unrealistic and just too much weirdness.

Anyway. Enjoy.

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Story Start

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It was a Friday morning and on top of that it was spring break for Ben from his school, here he was sleeping soundly on his bed with a smile on his face. The past few days were rather amazing. Though despite it all he still couldn't help but wonder where was Charmcaster. The silver haired wonder had as of yet appear.

'_I'm surprised she hasn't shown up again. This is her spell, I would think she would want to reap the benefits' H_e thought to himself as he slowly opened his eyes to the ever familiar ceiling of his room, he felt the cool air the fan provided, the comfort of the blankets he was under, and_…. 'What the hell? What's that strange yet great feeling I'm feeling on my wang?' _Ben thought as shot up and tossed his covers away revealing a mane of red flowing hair that belonged to a fully clothed female whose lips were occupying his member.

"Gwen?" Ben said mistily as he was feeling dazed from the suctioning pleasure she was giving him.

Lifting her head to greet him with a loving smile and thin trail of precum dripping along her chin from her lips Gwen gave him a sexy wink. She was wearing a red long sleeve with black vest and blue jeans, but as a change of pace she let her hair flow freely. The look matched completely even if it did bring out her tom boyishness a bit more.

Taking one longer lick along his shaft, while earning a strained groan in the process, Gwen ceased her oral ministration and spoke. "Just thought I would give you an enjoyable wake up call, you like?"

Ben only nodded and grinned his satisfaction. "I would like more if you continued, 'Mary-Jane'."

She smiled sarcastically. "Like the nickname, don't like that it came from a comic book universe, but just because I like you I think will finish the 'job'." She was about to close her lips on the tip once more until they both heard a shuffling of footsteps along the stairs, on reflex Gwen quickly pulled Ben's pants over his erected member and shuffled off his bed trying to look nonchalant.

As if on cue Ben's mother; Sandra appeared in the doorway with a 'get your lazy butt out of your bed' look on her face when she looked at her son lazily lying back down into his pillow.

"Still not budging, Gwen?" She said crossing her arms.

Gwen pulled off the innocent look with perfection and gave a shrugging gesture. "I tried 'something' new and he's still wants to lay there like a lump." She added sighing in her fake act.

"Come on, mom. It's spring break, what other boys want to get up bright and early at"- He paused and looked to his left at the alarm clock.-"Nine AM?"

Sandra looked around at the dirty room littered with various clothes, comics, and other needless junk then looked at Ben disapprovingly. "The kind of boys that don't want to spend all day picking up their room because their mothers took away their Playstation3s and ipods and sell them to a pawn shop."

"On it!" Ben said panicked as he jumped out of bed and made mad dashes around the room cleaning it up little by little, even Gwen and Sandra were amazed at the speed he could perform without alien support.

A couple of minutes passed and Ben stood panting and exhausted, his room was now litter free and his mom smirked in victory.

"That wasn't so hard, was it?"

"You're pure evil." He gasped and she chuckled at that.

"Oh it's totally evil of mother to tell his son to sanitize his room, I must be Hitler then." She joked and walked over to the window and opened the curtains revealing the ever blinding sunlight to Ben's early morning eyes. "It's a beautiful spring day outside and you should try to enjoy it while you can. I'm sure Gwen would like it if you two went outside to mister smoothies or whatever." She suggested.

Gwen's head shot up a little as she got an idea from her suggestion and turned to look at Ben who was now lying on the ground floor.

"Yeah, Ben. Why don't you take me out for some sunshine and smoothies? It sounds like a great idea don't you think?" She said sweetly in an almost false voice while adding a wink so he can he confirm it; she wanted some alone time with him and his mother was practically giving them permission without even knowing it.

Getting the message and sighing a 'yeah' to the ladies Ben got up and went to his bathroom to get dressed.

"I'm impressed, Gwen, usually it takes a lot more bickering on his end until he gives in. Maybe he's becoming more mature, either that or you have a way with controlling men." Sandra commented lightly.

"Oh I definitely have a way with Ben alright." Gwen said cryptically and earning Sandra a cock eyed expression.

Minutes later Ben got out dressed in his usual attire and walked out of the house with Gwen to the nearby park and once they were out of sight from his parents they walked holding hands.

The day was bright and the sky was cloudless when the two teens came to a rest at Ben's favorite smoothie stand and sat down for a drink.

"So do you think she suspects anything? I know my mom to be a pretty damn good detective when it comes to her son hiding things." Ben said taking a sip from his smoothie cup.

"I don't think she does, but the cat has to come out of the bag sooner or later, right? Secret is only harmless until it blows up in front of everyone, better to tell them sooner than later, Ben." Gwen stated.

Before he was about to reply a voice cut in. "Is this seat taken?" A sultry feminine voice spoke up right behind him surprising the two of them.

Ben turned around and immediately he felt his jaw girl was drop dead gorgeous; she had medium length blonde hair with a bang to the side of her face, wore a red short sleeve T-shirt along with a tight fitting white mini skirt and white tennis shoes. Add light blue eyes and an alluring gaze and you got a blonde bombshell that was now inadvertently making Gwen glare at her.

"Yes it is." Gwen said icily. "Do you mind? We're trying to have an important conversation here." normally she wasn't so rude, but she didn't like the way this blonde was looking at hher cousin.

The blonde newcomer merely looked back at her with a frown of dislike written on her face, but then she smirked like she knew something.

"Not at all, continue your conversation right while I sit right here next to your cute friend. By the way by name's Caroline." She introduced herself as she sit down on the bench next to Ben and scooted a few inches closer.

Ben was dumbstruck and a little red in the face, but even he knew well enough when Gwen was angry the person she's mad at better run like hell. It was clearly seen on the redhead's face with a set of eyes glaring daggers at the girl. Though he couldn't help but feel...odd. Something at the back of his head was trying to tell him something, but he couldn't remember.

"Uh look you're nice and all, but I'm afraid you have to leave. You're upsetting her and we were talking about something personal, ok." Ben said forcefully until she batted a playful wink his way and instantly there was a familiar dark violet glow in her eye when she did that.

Ben's face became one of shock as he realized who this was now. 'Charmcaster…!' it took him a few moments for the thought at the back of his head to surface. 'Caroline. Damnit of course, Charmcaster's surprise.'

"Oh? Are you and her close? Is he your boyfriend? If he isn't then I'll take advantage of that fa-"

"Yes he is! Now get lost." Gwen said more aggressively and she clenched a glowing fist under the table as she was anxious to use it.

Caroline then chuckled and made a rather devious look. "So he is, isn't he. Here I thought he already had a girlfriend by the name of Julie Yamamoto." She said, smirking instantly. "Oh that's right, I know all about you all, who wouldn't? You're pretty famous for fighting aliens and other supernatural wonders, you know."

''W-Who are you?'' Gwen stammered in surprise, her rage momentairly forgotten as confusion clouded her thoughts. It took her a few moments to began putting the clues together. ''Uugh, so stupid.'' Gwen said as he slapped her forehead. ''Are you done screwing with us Charmcaster?''

Caroline's eyes lit up as she heartily laughed. ''I'm disappointed Gwendolyn. Surely you should have been able to sense my Mana.''

''Where have you been?'' the red-head demanded. ''Have you realized what has been going on with your little charm? What we were afraid of happening?''

''Relax, if you wish I will explain, but after we return to my domain.'' she said as she ushered them to domain. The two of them followed Carolinepretty far from town, the travel taking at least two hours, mostly quiet except Ben piquing up every few minutes asking if they were there yet. Far away from the town Caroline performed a chant and a door was summoned. For awhile the two was confused by what she meant by her domain, until they realized she must have meant Ledgerdomain when they began traveling far away from town. Walking through they entered a bedroom that was large enough to contain a two-bed room apartment. The room was draped with lavender curtains and bed sheeths and marble floors.

''Alright Charmca...'' Gwen was cut off when Caroline suddenly turned and pulled her into a fierce kiss. Ben's mouth dropped as he watched his silver haired and incredibly hot lover made out with his equally hot cousin. He watched as Caroline's hands trailed along Gwen's back as she deepened the kiss. His face went red as Caroline pulled back slightly, allowing him to see her swirl her tongue along Gwen's mouth. When the kiss ended Gwen was left dazed and confused. Caroline suddenly chanted something, causing Ben to lose control of his body and float over. She stole a kiss and with a burst of mana caused his clothes to disappear.

''H-Hey!'' he cried out, using his hands to cover himself.

''Come now Benjamin, you act like it isn't anything I haven't seen beore.'' she said with a smirk. ''Now before we get down to business how about a little pleasure.'' the still disguised woman said as she moved around Gwen.

''W-Wait.'' Gwen whimpered as the blonde's hand went up her shirt and began stroking her stomach.

''Why don't you help Ben?'' she asked as she began nibbling on the back of Gwen's neck.

Ben dumbly nodded, going over to Gwen and began kissing her as Caroline began to undo Gwen's jeans. Caroline vanished Gwen's clothes as well as Ben began trailing Gwen's along Gwen's creamy legs. Ben slowly trailed up and along Gwen's body with gentle kisses until capturing her lips with a kiss. Caroline vanished her clothes as well before tearing Gwen from Ben and forcing her lips on her.

The sight of two sets of lips worming their way over each other. Their breasts pressed together before Charmcaster turned to Ben, giving him a saucy gin. ''Poor Benjamin. Let's give him some attention Gwendolyn.

They both kneeled beside him and each girl placed on a hand on his crotch and began slowly rubbing his cock. Ben could feel his erection getting bigger and he was getting slightly more anxious to just pound away at one of the girls since they were making him even more aroused.

"W-wow….this is unbelievable." Ben couldn't believe his luck, having one threesome in his life was amazing enough but another one was just amazing.

Gwen and Caroline then placed their warm wet mouths on his shaft and his testicles.

'_Oh my..! This is Heaven! Huuuhhhh..yeah_' Ben mentally gasped in exhilaration as the mouth of the redhead sucked in one testicle like a lemon while the blonde slid her tongue up and down his length repeatedly. He could literally feel the wet flesh of the tongue of Gwen licking around his testicles like she were devouring a treat and Caroline was licking his pole like a Popsicle and savoring the taste too.

Slurping sounds could be heard as both girls were servicing Ben's cock for a few minutes and when they heard him groaning louder they figured it was time for the big finale.

With reluctance they let go, it was weird that they were almost in sync with their actions, and they Caroline laid on the bottom while Gwen laid on the top and both girls were looking back at Ben with anticipation like animals in heat.

"Come on, Ben. We're waiting…" Gwen said in a lusty tone.

"Better yet, come in." Caroline said chuckling a bit.

Ben, now waiting for anything else in the world stood on his knees facing the girls, removed his shirt because he was feeling much heat, grabbed his member and positioned his hardened yet twitchy cock at the entrance of Gwen's wet vagina.

"Here goes…for uh both of you." He said shoving his hard dick into his cousins waiting snatch.

"Oooohhh yes!" Gwen cried out in pleasure as she could hear the wet slapping sounds of her cousin slamming his hips into her, the penetrating wet fleshy feel of his cock repeatedly entering was making her arousal reach high levels.

Caroline placed one of her hands between her legs and started fingering her pussy as Bn continued his ministrations while additionally she grabbed Gwen's right breast and started sucking on it thus increasing the redhead's volume.

After a few minutes of fucking Gwen, Ben reluctanctly pulled out and entered Caroline resulting an increase in her volume.

"This is great! This is fantastic, Benjamin! Faster! Faster!" Caroline panted as her body was now sweaty along with Gwen's and in extremely close proximity their bodies were rubbing each other while Ben was porking one after the other.

After a few more minutes of fucking Caroline, Ben gritted his teeth and his thrusts became more erratic.

"Girls I'm close." He said.

"Release inside me, Ben." Caroline said winking and circling her tongue around her mouth and as soon as she did that Gwen took her mouth and slid her own tongue inside.

The sight set Ben off and instantly his hips started jerking wildly. "I'm coming!"

Caroline's legs wrapped around Gwen's lower body as she felt multiple spurts of semen fill up her cervix causing her to orgasm as well.

Just before Ben lost it all insider Charmcaster he quickly pulled out and inserted it into Gwen.

"Oooh yess!" Gwen was now feeling the gushing torrent of semen fill her up as well.

After a few more seconds of cumming Ben sloped back and laid back on the ground exhausted, the girls laid on top of each other spent as well and with Ben's sperm gurgling out of their snatches.

"Wow. If I died right now I would die the happiest man on Earth." He said to himself when he saw Caroline get up and drag Gwen to lay down with Ben.

At that moment she finally released her form and became the silver haired version of Charmcaster again though still naked."That was amazing, we need to do this more often definitely." She said crawling over to him to lay at his side.

''Charmcaster I'm curious. What is your real name?'' He asked looking at her.

Charmcaster gave him a loving love and stroked his cheek. ''Remember this Benjamin, words, names have power. My true name is Hope. If other spellcasters were to ever learn my name they could use it against me. By giving you my name I'm not only trusting you with my heart but my life as well. Don't make me regret it.''

''I won't. And your name is beautiful.'' He said earning him a quick kiss on the cheek from her. ''But we really need to talk with you, in fact maybe we should bring Julie as well?'' he suggested.

''Very well, I will bring her as well and then I will answer any questions you have about the Charm. For now we rest,'' she said, nuzzling against his cheek.

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Not every girl is going to be bisexual or up with Bisexual sex. Nearly every harem story does that, and I tend to hate that. Julie is as egregious as I'll go with it, and Gwen and Charmcaster because of the Lesyay. But every other female with most likely be straight.


	9. The Charm Effect Part 2

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With Julie brought into the Mana dimension Charmcaster began elaborating on the nature of the spell. "Now this spell has a very powerful enchanting ability. Its allue only works on the opposite sex, it magically increases the potency of hormones between him and the affected woman. Its heightens the sexual pleasure and desire by several folds, essentially numbing all the nerves that are used to interpet pain while jump starting the healing process and magically strengthening muscles, tissues, and other factors in the human body to make the experience all the more pleasureable.''

''Okay, but how are you sure the spell won't go haywire and start affecting random girls who think they're in love with Ben?'' Gwen logically cut in.

''Have some fate Gwen, I've been studying the magical arts since before I can walk. One of the the first things I've done is to make sure to avoid doing what a counterpart of mine did. You have your friend who is suspiciously like Dr. Who to think.''

''You mean Paradox?'' Ben asked before moments later asking another question. ''Wait, you like Dr. Who?'' he asked as disbelief filled his face. Ben only knew about it because of how popular it was, he tried a few episodes, but as someone told him, unless you catch the beginning or you were a huge fan you were going to be pretty lost.

''No Benjamin, my uncle is though. Despite how villains are painted, we have lives outsides tormenting heroes. Speaking as a former villain of course,'' the Charm user corrected herself. Charmcaster's eyes briefly met with Gwen's, who was still on the fence about completely trusting the spellcaster.

''So what did you mean by counter-part?'' Julie finally spoke up. Unlike Ben and Gwen, she wasn't around this stuff often enough to catch on after a few seconds.

''In another universe, an alternate universe a version of myself did the exact same thing, but that Benjamin not only ensnared his mother and aunt, but a younger version of Gwendolyn and quite an assortment of women. It gets a bit weirder and by the look of Benjamin's face he doesn't need to here anymore.''

Suffice to say that Ben looked horrified was putting it likely. He loved his mom and aunt, but not like that. ''That and I'm nowhere near as generous as my counter-part. Spell withstanding or not, I think she might have been a bit arrogant and was ensnared by the spell. I was going to make sure I would not bind myself as a slave to the whim of another. So I put more time, thought, and effort into making sure the spell would be far more discrimatory. Using the boost of power from this realm I peered into other universes and more often then not Benjamin ended up with quite a few ladies, one or two men not withstanding in a few set universes.''

''Oh God!'' Once this was over he was definitely going to go to work repressing a few things.

''Gwendolyn, you and Julie seem to be the most common of his lovers.'' Charmcaster listed right off the bat.

Julie's face burned crimson and surprise filled Gwen's face. ''I too am quite common, then we have a girl by the name of Kai Green.''

The surprise left Gwen's face as a frown marred her features. Gwen wasn't too fun of how Kai treated Gwen when they were children. ''I take it she must have rubbed you the wrong way. Careful not to do that too much Gwen, they say your face can get stuck that way.'' Charmcaster teased. ''Follow by a girl named Eunice.'' she paused, waiting for their reactions and she saw all three of them were quite confused. ''She must be someone you have yet to met.'' she concluded with a shrug.

''Are they anymore? Let me guess, an alien princess, a being for the eight dimension?'' Ben sarcastically asked. He wasn't one to be sarcastic, but this was a bit much to take in. It had been such a long time since he thought about Kai.

''Well how does a Kincerlan by the name of Helen strike you?'' she asked as Ben and Gwen shared a look.

''Helen Wheels?'' they simultaneously asked.

''But I only had like two conversations with her!'' he cried out.

''The last two girls happened to be named Emily and Elena. Like I said, potential soul mates. There is an odd universe where you dated Jennifer Nocturne here and there, but with so many possibilities with so many universes random possibilities I only focused on those where I sensed a connection. In other words those who elicited a genuine response from your Mana signature.''

''There's no way the charm can be inherited right?'' Gwen asked, unsure just how deeply Charmcaster researched this subject.

''Trust me Gwendolyn, I tested this charm on some endangered alien species who were having a bit of trouble. After studying them and their offspring I can assure you that it won't happen.'' Charmcaster put Gwen at ease.

''Actually I met Emily earlier,'' Ben interjected. ''She seemed a bit nicer, but she didn't seem all that different then usual. So, it might just be you three.'' at least he was hoping it was just these three. He was only one guy after all.

''The best way to test is to make sure you spend some time around each of the girls I pointed out. Its best to make sure the charm won't occur during an inopportune time.'' Charmcaster pointed out. With a wave of her hand Charmcaster magically summoned drinks to the table. ''I am going to see if I can locate the potentials so I can have portals prepared for Benjamin. Feel free to do whatever in the mean time.'' she suggested as she let the trio to try and figure out their next step. 


	10. Meeting With Elena!

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Ben couldn't help but be surprised when he was told by one of the Galvan professors that Elena had dropped out of being a plumber. Looking up his old friend he was shocked to learn that her father had recently passed away. Considering the event with the chips and all, Ben couldn't help but wonder why his grandfather never mentioned it, or did Max even know?

Getting the address from the professor Ben decided to drop in. After trying her home address, he turned into XLR8 and zipped over to the secondary address, a rather secluded warehouse on the side of town. He knocked on the door and as he waited, adjusted his close.

That was when Elena opened the door. Her wardrobe had changed quite a bit since he last saw her. Instead of a red leather jacket over a black shirt, dark blue leather pants and black heels she was wearing a white lab coat over a V-neck black mini dress and black flats. Though he could never forget that beautiful black hair or eyes of hers.

''Ben Tennyson!'' she greeted enthusiastically as she threw her arms around him and hugged him. Ben couldn't help but blush at the contact. What guy wouldn't when being embraced by their first crush. ''Come in, let me show you around,'' she continued, not giving Ben a chance to respond.

The Lab was quite massive, some of the equipment Ben didn't recognize. As he looked around he spotted Elena's motorcycle and from the looks of it the vehicle had a fresh paint job. Some things were from her father's lab, but the rest she built herself.

''It's amazing,'' Ben stated as Elena finished her explanation. He looked around and took notice of something familiar. ''The alien microchips,'' he remember just how much trouble those things caused in the past. ''Is it safe to be studying them?''

''How can I not?''

''Considering what they can do.'' the creatures were capable of not only multiplying their numbers, but taking over bio-organic beings.

''They can do so much more Ben. Think of all the good they can do. Make bridges, roads, even whole cities. All anyone would have to do is think of what they want and the chips could make it.''

''What about the risk?'' he responded. Elena then proceeded to show off her fail-safe, a force field that would immediately terminate the chips.

''None of the chips could ever leave that compartment.'' she stated. ''They can change the entire world Ben. Help me Ben, think of all the good we can do,'' she suggested as she placed her hand over his. ''Not everyone has the power to help themselves Ben. What you do with the Omnitrix is amazing, but even you have to admit it has it limits. There are people who need homes and every day our resources are exhausting. So much more could be done if you were by my side.''

''I'm not sure if I'm completely sold, but the only way to put that aside is to see this through myself.'' Elena's word struck a chord within him. There were times when he tried to help and it wasn't enough. The incident with the two warring species on that planet came to mind.

A smile formed on Elena's face. ''I'm so glad we're going to be together now.''

''Don't you mean, working together?'' he asked as a coy smile formed on Elena's face.

''It won't always be work,'' she said as she leaned over and captured her lips against his. For a brief moment Ben didn't do anything, the sensation of Elena's lips caused his mind to go back for a few seconds before he gently pushed her off him. ''Ben, what's wrong?'' she was growing concerned, was something wrong? Had something changed since they were last seeing each other.

''I'm seeing someone.'' he bluntly stated. Unfortunately Ben was better known for his honesty then his tact.

Something dark flashed through Elena's eyes before she paused and took a deep breath to recollect herself. ''I see.''

''It's complicated, there's more to it.'' he stated as he began explaining to her about Charmcaster's spell and his purpose for being there.

"You must be joking." Elena remarked with a scandalized look. "You can't really be going along with this."

"It's not like I have much of a choice in the matter." Ben argued.

"She's magically influencing people Ben. How are you even sure your cousin or this Julie girl would have agreed to this otherwise?" She turned away, trying to keep her emotions under control. She wasn't quite as outrage as she thought she would be and that made her wonder. Was it because that was exactly how she felt or was it this spell influencing her? "I don't even know if I can trust how I'm feeling right now?"

"Elena…I." what was he supposed to say? Fighting, intergalactic villains, cosmic threats, and the occasional ancient evil monster were things that became the norm to him. A woman's feeling on the other hand, well what guy knew the answer to that? "Elena I know this difficult for you to understand, this isn't something I completely understand myself. I keep questioning whether or not Charmcaster and the other girls are with me because they want to be with me, but she assures me that the charm isn't make them subservient to me. If there's anything I've come to learn after all these years then it's to have fate in other people and their abilities."

"This isn't just a matter of having fate Ben." She remarked, crossing her arms together as she turned to face him. "You just don't get it Ben. It's about perception and how our societies handle things." She paused, trying to figure out a way to clarify her point. "Ben, do you remember when you first met that villain, what was his name? Darkstar."

A scowl formed on the Hero's face. How could he forget? That pretty boy had suckered him and the others with his smooth words and technology. "I don't see how that has anything to do with this situation."

"Humor me…what was he doing when you first discover he was a villain."

"He was draining the energy from several girls. They were almost like zombies, "a look of disgust formed on Ben's face. "You should have seen them. It was like he had them under some sort of spell." As soon as the words left his lips the implication hit Ben.

"It's not so pretty when you look at it from another perspective Ben. What makes what they did so different?"

Ben had to admit, Elena's reasoning was pretty solid. Though as he continued to think about, there were a few things that came to mind. "You're right, it does look pretty bad when you think about, but despite the selfish intentions behind the spell, Charmcaster did have some good intentions as well. Think about it Elena, if the spell was making you servient to me would you have questioned the spell or made it clear how much it bothered you?"

"I…I suppose you're right." She admitted. "Still, sharing you with other women? I don't know, I'm not the sharing type. I'm sorry if that disappoints you Ben."

"No, I wouldn't want to force you into anything you don't want." He soothingly replied as he placed a hand on her shoulder. Elena turned to face him, an indecisive look on her face.

"I'm sorry Ben; I need some time to myself."

"I…okay," He couldn't help but feel hurt at what was essentially Elena's rejection. Then again, he would have felt worse if he had hurt her. He returned to Ledgerdomain only to be immediately ambushed by Charmcaster. He could feel the charm's power flowing through them as Charmcster passionately sucked on his tongue. The kiss broke, leaving him breathless.

"You're hurting." She simply said. "It's my fault Benjamin. So let me make that pain go away." She remarked as she pressed Ben onto the bed. He didn't object as Charmcaster claimed his lips again. He definitely needed to get his mind off what happened earlier.

Their pants and undergarments were soon pulled down to their knees as Charmcaster mounted Ben. She shifted her hips back and forth as she rode him in reverse cowgirl position. Ben gritted his teeth as she held onto her hips. Moans escaped her lips as she worked him harder.

"Hah hah huh!" She breathed hard and her body was becoming sweaty, her rocking hips now started bouncing frantically on top of him, the feeling of being repeatedly penetrated was getting her closer as well.

Some time passed after their romp of passion finally ended. The two of them cuddled together in Charmcaster's bed. Both were content and spent. "I am sorry things with this Elena girl didn't go well." She replied as she nuzzled into the back of his neck. "The charm wouldn't have honed on her unless she cared about you. At the very least your friendship should survive this."

"I hope you're right." He replied. The sooner this was over the better. He decided to go with someone who wouldn't be so emotionally draining. Helen Wheels.


	11. Helen

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"Thanks for meeting me here Helen." The half human, half-kliniceran was never someone he had much experience with. From what he knew of her she was a rather calm individual.

"No problem. The others are busy with their own individuals training missions so it's a nice distraction from reading or training."

"So you finished early. That's impressive."

"Thanks. I've been working hard so I can use my abilities for good." Helen said smiling.

"That's great; no offense to your brother you always put off the air of being the smart one." Ben said looking straight ahead out the windshield. Helen blushed a bit and nervously turned back to her piloting.

After a few minutes of flying Helen flew down to usual outpost they were based in and got off.

Ben followed her out and while doing so he couldn't take his eyes on her rear as she got up, the sway of her tail caused a perverse idea or two to course through his mind. "So you just patrol and recon out here in the meantime?"

"Well I hardly notice it, I do my best to keep my mind occupied. Kind of boring since I'm often randomly paired with other new recruits. I kind of missed the old days you know. Going to the mall or watching a movie or something." She sat down in a desk chair in front of a terminal.

Ben sat down beside her in another chair. "I thought I could leave it all behind at one time, but I realized being a hero and using the Omnitrix is who I am. Its not a job I can simply quit or I'd just be denying a major part of myself."

"So tell me…why did you want to speak with me? Not that I didn't mind taking a break to hang out with you, but we're not exactly what we would call close."

"I'm here because I want to get to know you better." Ben said smiling.

Helen blinked wide eyed as her mind tried to register just what was going with him.

"B-Ben, if I didn't know any better I'd say you're hitting on me." Helen said nervously as she faced his gazing stare.

"Its…a bit more complicated than that, But I won't lie I do think you're pretty cute, Helen." Ben said sincerely.

Helen found herself blushing at the compliment. Ever since her sudden development of her alien half she felt like a freak. She pretty much figured her already non-existent love life was already dead so she threw herself into her studies.

"Y-You're just saying that. I mean, look at me. Fingers, hind legs, oddly shaped head. I'm not human anymore Ben." Her eyes wetted as she remembered how scared and freaked out she was.

Ben paused, trying to recall his first encounter with Helen. He scantly remembered Helen and Manny saying something about being changed and how they blamed the DNAliens.

"You're beautiful Helen." Ben placed a hand over hers. It was then he reacted purely on instinct catching her off with a sweet kiss. Sensations coursed through Helen as she brushed her lizard like tongue around Ben's before he broke the kiss.

"I shouldn't have done that." Hearing those words from Ben caused Helen deflated. "I…I didn't mean it like that." Ben hurriedly assured the Klincerian. "There's something you should know Helen. Its why I'm here."

"O-Okay…" she couldn't help but bring her fingers to her lips. That was her first kiss.

"Have you ever heard of a woman named Charmcaster?" he asked as he watched Helen contemplate his question before shaking her head. "She used to be an old enemy of mine, well mainly Gwen over six years ago. She's a powerful spellcaster who specializes in charms. I'm going to cut to the chase. She placed a powerful charm on me that connect me to women known as potentials. These potentials are women who have all the markers for potential soul mates and one of the effects of the charm is to heighten these potentials attraction to me."

"What are you trying to say?"

"That I wanted to come here and make sure things wouldn't be awkward and that no one would get hurt. I'm already in a confusing situation with Charmcaster and Julie," he wasn't sure how to broach the addition of Gwen just yet.

"So much for not hurting someone." Helen bitterly remarked. She turned away from him, not wanting to get hurt.

"I wasn't trying to hurt you or lead you on. I do genuinely find you beautiful and want to be your friend. I don't have all the answers either. What am I supposed to say? What am I supposed to do? Most guys would probably kill to be in this position, but not if it means hurting the people I care about."

"How does that even work? This Charmcaster, she's really willing to share you? And with other women?" The concept really boggled Helen's mind. What girl would be willingly to allow her one and only to share special and intimate moments with others?

"Like I said, I don't know. Its why I came to see you. Short of it devolving into a mindless sexfest I don't see how things will work out without someone getting hurt."

"Ben…" Helen turned away from him. "Maybe you should go." Her voice cracked slightly. The hurt was impossible to mask.

Ben closed his eyes as regret flowed through him. "Helen, I'm sorry." A flash of green filled the room. Helen turned around and saw that she was alone.

Sometime later back on Earth Julie was undergoing one of the toughest battles of her life. Julie took a deep breath before taking her ready stance waiting for her other opponent to hit her serve. Julie watched as the girl threw the ball in the air and slammed the ball with her tennis racket. While she may have been human, her adventures with Ben had helped her developed a slightly sharper sense of reaction that was already helped by her years of athleticism.

Julie moved and hit the ball faster than her opponent could react. Dodging plasma blasts and laser fire did wonders for one's reaction time. The people in the crowds started jumping up and down cheering and screaming.

Despite all the cheers there was one face Julie always wished to see during these events.

BEN.

Julie knew that Ben was risking his life every day doing great things. She knew he was a hero, regarded as legend, but she wanted and needed to feel that she mattered to him. Was it too much to ask that he showed her fears were misplaced?

This whole charm business wasn't exactly helping things. Especially when one of the people she was competing against was an older and more developed woman who she felt she wasn't able to compete against.

Julie made her way to the locker room. Suddenly arms wrapped around her midsection and yanked her back. Julie let out a scream as fear coursed through her.

"And here I thought the screaming part comes later."

Julie turned her head to see it was none other than her boyfriend Ben.

"Ben you scared me." She wanted to yell at him, but she was focusing on calming her beating heart. "So how did things go?"

Ben sighed, "For all I know Helen hates me and I don't blame her. I'm just afraid this charm is going to cause a rift between us and we won't be able to amend.

"Ben, do you want to give up on us?"

"Of course not."

"I don't want to either. I care about you Ben and after everything we've been through I don't want to make the same mistakes that I did in the past. I love you and I'm not losing you without a fight."

"And I love you to Julie." Ben's tongue slithered passed her lips to the depths of her mouth. At least one thing went right today.


	12. The Next Mission!

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The two of them sat there in the solace and afterglow of their love making. Moments like this were far in few in between. No fans. No alien attacks. No family drama. Just Ben and Julie. Just Benlie. Julie sighed contently in his arms. They were at his house; his parents were at work so that gave them more than enough to just be around each other.

Though Ben couldn't help but pick up on something. Whether it was from the charm or his newfound experience with the opposite sex he could definitely feel that something was on Julie's mind. She was being rather distant and he was more than sure it had something to do with the whole charm situation.

"Julie, won't you tell me what's wrong?"

She felt resolve crumble at the caring in his voice. If she didn't tell someone it would drive he mad. "I'm just scared I guess."

"Scared?" he tightened his hold on her protectively, "Of what?"

"Of the possibility of the charm overtaking you and of you changing. I keep thinking of what if this charm goes haywire? What if it changes us? What if Charmcaster made a mistake?" As she voiced her thoughts the fear that coursed through Julie led to her expression becoming heavy. Even the sensation of Ben's arms around her, despite the warmth it filled her did not evaporate the fears and insecurities plaguing her mind. She was a normal girl after all. She wasn't pretty, exotic, and powerful like Charmcaster nor was she as gifted mentally or as close to Ben as Gwen was. Not to mention all these other possible girls that Ben had connections with. While she wanted to stay and have a relationship with Ben she wasn't ready and willing to sacrifice her own individuality let alone her hopes and dreams for them.

Ben fell quiet; some of those very insecurities about Charmcaster's spell also plaguing his mind. No matter how he would try to rationalize it he knew deep down there was a small part of him that enjoyed the attention and the charm's effect. If one were to question it would never come down to a matter of morals, no, even from a young age Ben had a heart of a hero, but no matter how heroic his character was he was human. He could fall prey to lust, greed, pride, and anything else that came with being a person. After the incidents with Elena and Helen he knew it was going to be an uphill battle and to keep what mattered most to him Ben was going to have to fight for it. Tough decisions and battles were going to be fought, but to keep what mattered most to him he was going to have to make though tough choices. After all that was one of the very things it meant to be a hero.

"Julie, listen to me. I can't say that the charm's effects isn't something I've enjoyed, but at the same time its opened my eyes to many things. To the possibilities in front of me now and to the possibilities I could have had. I care about you Julie, all of you and no matter what I'll fight for you. Because you're part of my life now that I don't want to lose. I love you Julie!" Julie's eyes softened as she stared into his eyes, which were full of pure sincerity and love.

At first Julie said nothing, Ben was afraid that Julie would push him away. Driven by thoughts that maybe charm had placed something more to what was only a fleeting sensation but those fears vanished when she kissed him.

The tender moment was ruined by the sound of Ben's cellphone. Normally he would have ignored it, but that was a special ringtone that only plumbers and those associated with the Plumbers could have programmed into their devices. "Hello?"

"_We've got trouble Ben! New plumber intel has come in and we're needed asap!"_

Ben turned to Julie who gave Ben a soft and understanding look. "Go, I'm not selfish to put other's lives before my own feelings." She gently caressed Ben's cheek and placed a tender kiss on his lips. "Just come back home safe, okay?"

"I will." Ben turned back to the phone and answered. "I'll be there in five Gwen." He answered before hanging up the phone.

In a Native American setting many of the villagers had gathered around in a time of celebration. A cultural festival celebrating the many practices and rights of their tribes was underway. Every other decade a gathering of natives from many tribes would gather exchanging many gifts as many rifts were mended through peaceful practices. One girl in particular was walking around, not particularly taking part of the festivities but watching the perimeter. Her dark native skin was bathed in the light of the rising move along with her shiny raven hair. She was wearing a long sleeved red shirt along with a tan sweater to keep her warm during the desert's chilly nights. She was also wearing brown gloves and boots a few shades darker than her chestnut eyes along with green shorts.

Approaching her was a man well fifties possibly sixties. He was also Native American, fit and strong from an early active life with long gray hair wearing a white dress shirt, western style leather vest and gray slacks. He looked more like a man coming from an important business meeting then dressed for a rather informal social gathering.

"You should be enjoying yourself Kai. Leave the matters of what is going on to the local unit." Wes suggested to his granddaughter.

"It never helps to have an extra set of eyes scanning the perimeter Grandpa." She answered methodically.

A disappointed sigh escaped Wes lips. Of all the things for his granddaughter to pick up from him his recently deceased Workaholic nature was definitely not one of the things. He could only hope that whatever team that Max sent would have this situation cleared up and soon.


End file.
